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

Alta, 9 February 2012

North Energy ASA ("North Energy" or the "Company", ticker "NORTH") has retained DNB Markets and Pareto Securities AS (collectively referred to as the "Joint Bookrunners") to advise on and to effect an undocumented private placement of new shares directed towards Norwegian and international investors after the close of trading on the Oslo Stock Exchange today (the "Private Placement").

The Company intends to raise from NOK 150 million to NOK 200 million in the contemplated Private Placement. There is substantial support for the Private Placement from certain investors contacted (and made insiders) prior to public launch of the Private Placement. Primary insider and Chairman of the Board, Johan Petter Barlindhaug, through the company JPB AS where he holds 60% of the shares, has pre-subscribed for shares equivalent of NOK 10 million.

The price to be paid per new share in the Private Placement will be set at or around close of market price 9 February 2012 based on an accelerated bookbuilding process. The minimum order has been set to the number of shares that equals NOK or share equivalent of at least EUR 50,000.

The net proceeds to the Company from the Private Placement will provide financial resources to strengthen the Company's balance sheet and finance further growth in accordance with the Company's plan and strategy.

The Company's net cash position was NOK 173 million as of 31 December 2011.In 1Q12, the Company has increased its borrowing capacity under the Exploration Loan Facility to NOK 950 million which, coupled with the sale of Fogelberg, has further improved the financial position of the Company.

The bookbuilding period opens today at 17:30 CET 9 February 2012 and closes on 10 February 2012 at 07:30 CET. The Company and the Joint Bookrunners may, however, at any time resolve to close or extend the bookbuilding period at their sole discretion.

The Company will announce the number of shares placed and the final subscription price in the Private Placement through a stock exchange notice expected to be published before opening of the trading on the Oslo Stock Exchange tomorrow, 10 February 2012.

Notification of allotment and payment instructions will be sent to the applicants on or about 10 February 2012 through a notification to be issued by the Joint Bookrunners. Settlement and delivery of the allocated shares is subject to approval in a separate extraordinary general meeting (the "EGM") which will be called for immediately after closing of the Private Placement. The new shares will not be tradable before a listing prospectus has been approved by NFSA, the share capital increase has been approved by the EGM, the shares have been fully paid and the share capital increase has been registered in the Norwegian Register of Business Enterprises. The EGM is expected to be held on or about 2 March 2012 and the shares are, subject to timely fulfillment of the conditions set out above, expected to be delivered on or about 7 March 2012.

Subject to completion of the Private Placement, the Company considers a subsequent share offering  ("repair issue") of up to NOK 15 million directed towards existing shareholders of the Company as of 9 February 2012, who holds as at the same date 50,000 shares or less, and who does not participate in the Private Placement and who are not resident in a jurisdiction where such offering would be unlawful, or for jurisdictions other than Norway, would require any filing, registration or similar action (the "Subsequent Share Offering"). The subscription price in the Subsequent Share Offering will be the same as in the Private Placement.

Contact persons:

Erik Karlstrøm, CEO

Mob: (+47) 476 52 990 | E-mail:erik.karlstrom@northenergy.no

Knut Sæberg, CFO

Mob: (+47) 918 00 720 | E-mail:knut.saeberg@northenergy.no

Kristin Ingebrigtsen, Director of Strategy & Public Relations

Mob: (+47) 926 05 601

E-mail:kristin.ingebrigtsen@northenergy.no

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This publication is not for distribution, directly or indirectly, in or into the United States, nor is it an offer for sale of or the solicitation of an offer to purchase securities in the United States. Any securities referred to herein have not been registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), and may not be offered or sold in the United States absent registration or pursuant to an exemption from registration under the U.S. Securities Act. North Energy ASA does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States. Copies of this publication are not being, and may not be, distributed or sent into the United States.

 

 

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