Private placement completed


Oslo, 21 October 2020 – Reference is made to the stock exchange announcement published by Scatec Solar ASA (“SSO” or the “Company“, ticker code “SSO”) on 20 October 2020, concerning the contemplated private placement of new shares in the Company (the “Private Placement“).

The Company is pleased to announce that the Private Placement has been successfully completed, raising approximately NOK 4,750 million in gross proceeds through the allocation of 20,652,478 shares (the “Private Placement Shares“) at a subscription price of NOK 230 per share, which represents a 6.08% discount to the 10-day volume weighted average price, and a 6.43% discount to the last closing price.

The application period for the Private Placement closed at 19:00 (CET) on 20 October 2020. The Private Placement and the issuance of 13,768,280 of the Private Placement Shares (the “New Shares”) were resolved by the Company’s board of directors (the “Board”) at a board meeting held on 20 October 2020, based on the authorisation granted to the Board at the Company’s annual general meeting held on 25 June 2020. 6,884,198 of the Private Placement Shares will be settled with existing and unencumbered shares in the Company that are already listed on the Oslo Stock Exchange pursuant to a share lending arrangement between the Company, the Joint Bookrunners and Scatec AS as share lender and 13,768,280 of the Private Placement Shares shall be settled with the New Shares pursuant to a pre-funding arrangement entered into between the Company and certain of the Joint Bookrunners. The Private Placement Shares delivered to the investors will be tradable from registration of the capital increase for the New Shares with the Norwegian Register of Business Enterprises, expected on or about 21 October 2020. The Board resolved to call for an extraordinary general meeting (the “EGM”) to resolve to issue 6,884,198 new shares for the purpose of settling the share lending (the “EGM Issue”). The shares to be issued through the EGM Issue will be listed and tradable on the Oslo Stock Exchange upon the registration of the share capital increase pertaining to the EGM Issue with the Norwegian Register of Business Enterprises and the VPS, and following the publication of a prospectus which will be prepared by the Company and approved by the Financial Supervisory Authority of Norway prior to publication, which is expected to take place during 12 November 2020. The settlement of the Private Placement is not conditional upon or otherwise affected by the outcome of the EGM. If the EGM does not approve the EGM Issue, the redelivery of the borrowed shares will instead be settled in cash by way of transfer of the gross proceeds from the sale of the 6,884,198 borrowed shares in the Private Placement to Scatec AS. In such event, the Company’s gross proceeds from the Private Placement shall comprise the gross proceeds from the New Shares, i.e. NOK 3,167 million. Notice for the EGM is expected to be distributed on 21 October 2020.

Completion of the Private Placement implies a deviation from the existing shareholders’ pre-emptive rights to subscribe for and be allocated new shares. The Board has carefully considered such deviation and has resolved that the Private Placement is in the best interests of the Company and its shareholders. In reaching this conclusion the Board has among other things considered the limited discount to market price of the Company’s shares, the limited, the limited increase of the share capital represented by the Private Placement and the necessity for the Company to realize its communicated growth targets in line with its approved strategy. Furthermore, the Company shall consider to conduct a subsequent share offering towards shareholders in the Company on 20 October 2020, as registered in VPS on 22 October 2020 who may lawfully participate and who were not allocated shares in the Private Placement, subject to (i) the prevailing market price of the Company’s shares, (ii) relevant corporate resolutions being passed by the Company, including the approval by the EGM and (iii) the approval of a prospectus by the Norwegian Financial Supervisory Authority. The Board resolved to call for the EGM to resolve an authorisation for the Board to implement a subsequent share offering of up to 2,065,248 new shares, on the terms and conditions set out above.

Notification of allotment of the Private Placement Shares and payment instructions is expected to be sent to the applicants through a notification from the Joint Bookrunners on 21 October 2020. Settlement of the Private Placement Shares towards investors will be made on a delivery versus payment basis on 23 October 2020 (T+2 settlement).

Following registration of the new share capital pertaining to the New Shares in the Private Placement with the Norwegian Register of Business Enterprises, which is expected to take place on or about 21 October 2020, the Company will have an issued share capital of NOK 3,786,286.725, divided into 151,451,469 shares, each with a par value of NOK 0.025. Upon approval of the EGM Issue and issuance of 6,884,198 new shares, the Company’s share capital will be NOK 3,958,391.675, divided into 158,335,667 shares, each with a par value of NOK 0.025.

The net proceeds from the Private Placement will be used (i) to refinance USD 300 million of the acquisition facilities totaling USD 700 million provided by BNP Paribas, DNB Bank ASA, Nordea Bank Abp, filial i Norge and Swedbank AB (publ) for the acquisition of SN Power and (ii) the remaining amount for growth capital and general corporate purposes.

BNP Paribas, DNB Markets, J.P. Morgan AG, Nordea Bank Abp, filial i Norge , SpareBank 1 Markets AS and Swedbank AB (publ) (in cooperation with Kepler Cheuvreux S.A.) have acted as Joint Bookrunners for the Private Placement. Advokatfirmaet Selmer AS has acted as legal counsel to the Company and Advokatfirmaet Thommessen AS has acted as legal counsel to the Joint Bookrunners.

For further information, please contact: 
Mikkel Tørud, CFO
Tel: +47 976 99 144,

Ingrid Aarsnes, VP Communication & IR
Tel: +47 950 38 364,

About Scatec Solar ASA
Scatec Solar is an integrated independent renewable power producer, delivering affordable, rapidly deployable and sustainable clean energy worldwide. A long-term player, Scatec Solar develops, builds, owns, operates and maintains power plants and has an installation track record of more than 1.6 GW. The company has a total of 1.9 GW in operation and under Construction on four continents.

With an established global presence and a significant project pipeline, the company is targeting a capacity of 4.5 GW in operation and under construction by end of 2021. Scatec Solar is headquartered in Oslo, Norway and listed on the Oslo Stock Exchange under the ticker symbol “SSO”. To learn more, visit

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