OSLO,
Norway, Sept. 28, 2023 /PRNewswire/ -- Opera
Limited (NASDAQ: OPRA) ("Opera"), one of the world's major
browser developers and a leading internet consumer brand, today
announced the pricing of its underwritten secondary public offering
of 6,876,506 ADSs to be sold by a pre-IPO shareholder at a public
offering price of $12.25 per ADS.
Opera has granted the underwriters a 30-day option to purchase
up to an additional 15%, or 1,031,475 ADSs in connection with the
offering. The offering is expected to close on October 4, 2023, subject to customary closing
conditions.
Citigroup and Goldman Sachs & Co. LLC are acting as lead
book-running managers and representatives of the underwriters for
the offering. TD Cowen and CICC are acting as joint book-running
managers. Lake Street is acting as co-manager for the offering.
The ADSs in the underwritten offering are being offered pursuant
to an effective shelf registration statement previously filed and
declared effective by the Securities and Exchange Commission, and
Opera will file a final prospectus supplement and accompanying
prospectus relating to and describing the terms of the proposed
underwritten public offering, copies of which can be accessed for
free through the SEC's website at www.sec.gov. When available,
copies of the final prospectus supplement and accompany prospectus
relating to the underwritten public offering from: Citigroup Global
Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island
Avenue, Edgewood, NY 11717, by
telephone at 800-831-9146 or Goldman Sachs & Co. LLC, Attn:
Prospectus Department, 200 West Street, New York, NY 10282, by telephone at
866-471-2526 or by email at prospectus-ny@ny.email.gs.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any of the offered shares, nor
shall there be any sale of such shares in any state or other
jurisdiction in which such offer, solicitation, or sale would be
unlawful prior to registration or qualification under the
securities laws of such state or other jurisdiction.
About Opera
Opera is a user-centric and innovative software company focused
on enabling the best possible internet browsing experience across
all devices. Hundreds of millions use the Opera web browsers for
their unique and secure features on their mobile phones and desktop
computers. Founded in 1995, and headquartered in Oslo, Norway, Opera is a public company listed
on the Nasdaq stock exchange under the ticker symbol "OPRA".
Important information
No announcements or information regarding the proposed public
offering may be disseminated to the public in jurisdictions where a
prior registration or approval is required for such purpose. No
steps have been taken, or will be taken, for the offering of
ordinary shares or ADSs in any jurisdiction where such steps would
be required. The issue or sale of ordinary shares or ADSs, and the
subscription for or purchase of ordinary shares or ADSs, are
subject to special legal or statutory restrictions in certain
jurisdictions. Opera is not liable if these restrictions are not
complied with by any other person.
This press release is not a prospectus for the purposes of
Regulation (EU) 2017/1129 of the European Parliament and of the
Council of 14 June 2017 (the "EU
Prospectus Regulation"), including as the same forms part of
United Kingdom domestic law by
virtue of the European Union (Withdrawal) Act 2018 ("UK Prospectus
Regulation") and has not been approved by any regulatory authority
in any jurisdiction. Opera has not authorized any offer to the
public of shares or rights in any member state of the EEA or in the
United Kingdom and no prospectus
has been or will be prepared in connection therewith. In any EEA
member state or in the United
Kingdom, this communication is only addressed to and is only
directed at (i) qualified investors in any such EEA member state
within the meaning of the EU Prospectus Regulation and (ii)
qualified investors in the United
Kingdom within the meaning of the UK Prospectus
Regulation.
In the United Kingdom, this
document and any other materials in relation to the securities
described herein is only being distributed to, and is only directed
at, and any investment or investment activity to which this
document relates is available only to, and will be engaged in only
with, "qualified investors" (within the meaning of the UK
Prospectus Regulation) who are (i) persons having professional
experience in matters relating to investments who fall within the
definition of "investment professionals" in Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005, as amended (the "Order"); or (ii) high net worth entities
falling within Article 49(2)(a) to (d) of the Order (all such
persons together being referred to as "relevant persons"). In the
United Kingdom, any investment or
investment activity to which this communication relates is
available only to, and will be engaged in only with, relevant
persons. Persons who are not relevant persons should not take any
action on the basis of this document and should not act or rely on
it.
Safe Harbor/Forward-Looking Statements
This press release contains statements as that term is
defined in Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934. These statements,
including statements relating to the proposed offering, including
but not limited to its timing and completion, are made under the
"safe harbor" provisions of the U.S. Private Securities Litigation
Reform Act of 1995. These forward-looking statements involve known
and unknown risks and uncertainties and are based on current
expectations, assumptions, estimates and projections about Opera
and the industry in which it operates. Potential risks and
uncertainties include, but are not limited to, whether or not Opera
will be able to consummate the proposed offering; the final terms
of the offering; and its expectations with respect to granting the
underwriters a 30-day option to purchase additional shares of ADSs;
the satisfaction of closing conditions; and other risks Information
regarding the foregoing and additional risks are described in the
Risk Factor sections of the preliminary prospectus supplement for
the underwritten public offering to be filed with the SEC, and the
documents incorporated by reference therein, including without
limitation those risks and uncertainties identified in the
"Risk Factors" section of Opera's Registration
Statement on Form F-3, as amended, declared effective by the SEC on
September 27, 2023, the accompanying
prospectus, Opera's Annual Report on Form 20-F filed with
the SEC on April 20, 2023, and other
filings that Opera makes with the SEC from time to time. All
information provided in this press release is as of the date hereof
and is based on assumptions that Opera believes to be reasonable as
of this date, and it undertakes no obligation to update any
forward-looking statements to reflect subsequent occurring events
or circumstances, or changes in its expectations, except as may be
required by law. Although Opera believes that the expectations
expressed in these forward-looking statements are reasonable, it
cannot assure you that its expectations will turn out to be
correct, and investors are cautioned that actual results may differ
materially from the anticipated results.
View original content to download
multimedia:https://www.prnewswire.com/news-releases/opera-announces-pricing-of-secondary-public-offering-of-american-depositary-shares-301942427.html
SOURCE Opera Limited