TORM has increased its share capital by 961,823 shares (corresponding to USD 9,618.23) in connection with delivery of two MR vessels and exercise of Restricted Share Units as part of TORM’s incentive program.
With reference to Company Announcement no. 30 dated 15 July 2024 where TORM plc (“TORM”) announced the acquisition of eight second-hand MR vessels, TORM plc has increased its share capital by 951,190 shares (corresponding to USD 9,511.90) as a result of the delivery of the seventh and eight of the eight vessels. The new shares relate to the settlement of a USD 26.1m allocated loan note issued in connection with the vessel delivery and correspond to USD 27.44 per A-share with a nominal value of USD 0.01 each.
All of the issued shares will be subject to a lock-up for a period of 40 days commencing on the date such shares are issued (the “Lock-up Period”) provided that during the Lock-up Period, the newly issued shares may be resold outside of the United States in transactions pursuant to and in compliance with Regulation S of the Securities Act of 1933, including on Nasdaq Copenhagen, but may not be resold in the United States.
Additionally, TORM plc has increased its share capital by 10,633 A-shares (corresponding to a nominal value of USD 106.33) as a result of the exercise of a corresponding number of Restricted Share Units (“RSUs”). All new shares are subscribed for in cash at DKK 149.80 per A-share.
The new shares (i) are ordinary shares without any special rights and are negotiable instruments, (ii) give right to dividends and other rights in relation to TORM as of the date of issuance and (iii) are expected to be admitted to trading and official listing on Nasdaq Copenhagen as soon as possible.
After the capital increase, TORM’s share capital amounts to USD 978,065.85 divided into 97,806,583 A-shares of USD 0.01 each, one B-share of USD 0.01 and one C-share of USD 0.01. A total of 97,806,583 votes are attached to the A-shares. The B-share and the C-share have specific voting rights.
Further, the Board of Directors has as part of a long-term incentive program decided to grant certain employees (“Participants”) adjustment RSUs following exercise of original RSUs granted in 2021-2023 to reflect the payment of dividend since the relevant grant date. The Participants will be granted a total of 7,468 RSUs in the form of restricted stock options. These adjustment RSUs will not be subject to further dividend adjustment and will have to be exercised within the same exercise window as they were issued. They will have a strike price of one US cent.
Source: TORM
