Awilco AS (The Buyer) has on 1 December 2021 acquired 600,000 shares in Bergen Carbon Solutions AS, of which 300,000 shares from each of the primary insiders Jan B. Sagmo, CEO and Finn Blydt-Svendsen, COO (The Sellers) for a price of NOK 42.5 per share. 100,000 of these shares are acquired from Møllen Invest AS, an associated company with Finn Blydt-Svendsen. Following the transaction Jan B. Sagmo will have a remaining holding of 2,980,000 shares and Finn Blydt-Svendsen 4,030,000 shares, including 324,000 shares through Møllen Invest AS.
Simultaneously the parties have entered into a conditional call/put agreement which gives Awilco AS the right to acquire additional 1,400,000 shares by 30 December 2021 for a price of NOK 45.0 per share and also the Sellers a conditional right to Sell the same amount of shares to Awilco AS by 30 December 2021. The call/put option is conditional upon Bergen Carbon Solutions achieving the next technical milestone of commencing production with the Crusible 2.0 unit and at satisfactory product quality. Should the call/put option become effective, Awilco AS will have a total shareholding of 4,170,000 shares (11.2%), Jan B. Sagmo 2,280,000 shares and Finn Blydt-Svendsen 3,330,000 shares, including 324,000 shares through Møllen Invest AS.
The parties have further agreed that the Sellers will be subject to a customary lock-up period of 12 months for their remaining shareholding in Bergen Carbon Solutions AS.
As a natural consequence of Awilco’s increased ownership, the Board will consider to issue a notice of an extraordinary general meeting where it will be proposed that Awilco AS is elected into the Board of Directors.
Dag Skansen, Chairman of Bergen Carbon Solutions, commented: “Awilco AS has been one of our largest external shareholders since the IPO and has continuously increased its ownership in the Company. We are very excited that Awilco once again confirms its confidence in the Company and business model. Awilco AS has over decades acted as long-term supportive investor in the companies where they have taken active positions, and we are convinced they will add a lot of value and experiences in the future development of Bergen Carbon Solutions. The Company reiterates its plan to issue an updated guidance based on the technological development before the end of the year.”
Jens-Julius Nygaard, CEO of Awilco AS commented: “Bergen Carbon Solutions has a unique technology where CO2 is used as feedstock to create carbon nanofibers, a product with almost endless application opportunities and huge market potential. Over time we have gained more and more confidence in the technology, people and culture in Bergen Carbon Solutions and we are thrilled to have this opportunity to further strengthen our engagement. The company is now just about to enter the ramp-up phase in production and we are committed to support the continued growth and success for the Company.”