Renewable Energy Corporation ASA : REC - successful completion of CB repurchase offer and private placement

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES

Sandvika, 15 May 2013: Reference is made to Renewable Energy Company ASA's (the "Company") announcement on 14 May 2013 regarding a CB Repurchase Offer and Private Placement (as defined therein).

The acceptances received in the CB Repurchase Offer substantially exceeded the defined maximum nominal amount of EUR 160 million, and the Private Placement of up to 200 million new shares was significantly oversubscribed. The board of directors of the Company has thus resolved to complete:

• The CB Repurchase Offer for 3,195 Convertible Bond Units with an aggregate nominal amount of EUR 159.75 million with a total cash payment of approximately NOK 779 million and issuance of REC02 and REC03 bonds for an aggregate nominal amount of NOK 426 million (NOK 213 million each); 

• The Private Placement with issuance of 200 million new shares at a price of NOK 1.86 per share allocated to subscribers including holders of Convertible Bond Units, existing shareholders and other investors, with gross proceeds of NOK 372 million. 

The holders of Convertible Bond Units participating in the CB Repurchase Offer and subscribers participating in the Private Placement will be notified of their allocation today.

Please see attached presentation with a brief summary of the transaction and debt maturity profile pro-forma post transaction.

Arctic Securities ASA acted as financial advisor and manager of the CB Repurchase Offer and the Private Placement.

For further information, please contact:

Mikkel Tørud,
SVP Investor Relations & Business Development, REC
Telephone: +47 976 99 144
Email: mikkel.torud@recgroup.com:
mailto:mikkel.torud@recgroup.com

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This press release does not constitute or form part of an offer or solicitation to sell, purchase or subscribe for securities in the United States. The securities referred to herein may not be offered or sold in the United States absent registration or an exemption from registration as provided in the U.S. Securities Act of 1933, as amended. The Company does not intend to register any portion of the offering of any securities in the United States or to conduct a public offering of any securities in the United States. Copies of this announcement are not being made and may not be distributed or sent into the Australia, Canada, Japan or the United States.

Certain statements contained herein that are not statements of historical fact, may constitute forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause the actual results or events concerning the Company to be materially different from the historical results or from any future results expressed or implied by such forward-looking statements. Although the Company has attempted to identify important factors that could cause actual events or results to differ from those described in forward-looking statements contained herein, there can be no assurance that the forward-looking statements will prove to be accurate as actual future events could differ materially from those anticipated in such statements. Except as may be required by applicable law or stock exchange regulation, the Company undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events.

This information is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.  

About REC

REC is a leading global provider of solar electricity solutions. With nearly two decades of expertise, we offer sustainable, high-performing products, services and investment opportunities for the solar and electronics industries. Together with our partners, we create value by providing solutions that better meet the world's growing electricity needs. Our 2,200 employees worldwide generated revenues of more than NOK 7 billion in 2012, approximately EUR 1 billion or USD 1.3 billion.

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