The Board of Oslo Bors imposes violation charges on Sevan Marine
At its meeting on 14 December 2011, the Board of Directors of Oslo Børs resolved to impose violation charges on Sevan Marine for a breach of the requirements for disclosure of information and for late publication of an information document, Oslo Bors reports.
The Board of Oslo Børs resolved to impose a violation charge on Sevan Marine ASA equivalent to six times the company's annual listing fee, i.e. NOK 1,231,950, for a breach of the company’s ongoing duty to publicly disclose information pursuant to Sections 5-2 and 5-3 of the Securities Trading Act, cf. Securities Trading Act, Section 17-4, third paragraph and Section 15-1, cf. Securities Trading Regulations, Section 13-1. In addition, the Board resolved to impose a violation charge on the company equivalent to 1 times the company's annual listing fee, i.e. NOK 205,325, for a breach of the duty to publish an information document before the stipulated deadline, cf. Continuing Obligations, Section 3.5.4, cf. Section 15.4, and Stock Exchange Regulations Section 31.
This decision may be appealed to the Stock Exchange Appeals Committee pursuant to the provisions of Chapter 8 of the Stock Exchange Regulations. Any appeal must be submitted within two weeks.
A brief summary of the case:?Sevan Marine ASA issued a stock exchange announcement on 20 May that included information about the company’s financial condition and about expected cost overruns for the upgrade of one of the company’s FPSOs, Sevan Voyageur. Prior to issuing this announcement, Sevan Marine had been in contact with selected investors with a view to arranging a private placement of shares. In this connection, potential investors were given information on matters including the expected cost overruns. This information was considered to have the character of inside information. However, as a result of the investigations Oslo Børs carried out into the process mentioned in the days prior to the stock exchange announcement on 20 May, Oslo Børs is of the view that precise information on significant cost overruns was in existence by 3 May at the latest, and that the company’s knowledge of this information must be deemed to be inside information that should have been disclosed to the market. Oslo Børs takes the view that the late disclosure of this information represents a serious breach of the company’s duty to publicly disclose information. In addition, Oslo Børs also considers that the breach is exacerbated by the fact that the company was subject to violation charge earlier this year for a breach of the duty to disclose inside information (ruling by the Board of Oslo Børs dated 16 February 2011). The determination of the amount of the violation charge reflects the fact that this case relates to a repeated breach.
In connection with the spin-off of the drilling activities of Sevan Marine, the company had a duty to prepare and publish an information document as soon as possible, and in any case no later than before the start of stock exchange trading on the 20th trading day after the company entered into the agreement for the spin-off of the drilling activities. The company’s own view was that the deadline for publishing the information document expired on 26 May 2011, and Oslo Børs was in agreement with this view. In the event, the information document was completed and published by a stock exchange announcement issued on 18 July 2011. Oslo Børs is of the view that exceeding the deadline for the publication of the information document by seven and a half weeks represents a significant breach of the Oslo Børs Continuing Obligations.
The Board of Oslo Børs resolved to impose a violation charge on Sevan Marine ASA equivalent to six times the company's annual listing fee, i.e. NOK 1,231,950, for a breach of the company’s ongoing duty to publicly disclose information pursuant to Sections 5-2 and 5-3 of the Securities Trading Act, cf. Securities Trading Act, Section 17-4, third paragraph and Section 15-1, cf. Securities Trading Regulations, Section 13-1. In addition, the Board resolved to impose a violation charge on the company equivalent to 1 times the company's annual listing fee, i.e. NOK 205,325, for a breach of the duty to publish an information document before the stipulated deadline, cf. Continuing Obligations, Section 3.5.4, cf. Section 15.4, and Stock Exchange Regulations Section 31.
This decision may be appealed to the Stock Exchange Appeals Committee pursuant to the provisions of Chapter 8 of the Stock Exchange Regulations. Any appeal must be submitted within two weeks.
A brief summary of the case:?Sevan Marine ASA issued a stock exchange announcement on 20 May that included information about the company’s financial condition and about expected cost overruns for the upgrade of one of the company’s FPSOs, Sevan Voyageur. Prior to issuing this announcement, Sevan Marine had been in contact with selected investors with a view to arranging a private placement of shares. In this connection, potential investors were given information on matters including the expected cost overruns. This information was considered to have the character of inside information. However, as a result of the investigations Oslo Børs carried out into the process mentioned in the days prior to the stock exchange announcement on 20 May, Oslo Børs is of the view that precise information on significant cost overruns was in existence by 3 May at the latest, and that the company’s knowledge of this information must be deemed to be inside information that should have been disclosed to the market. Oslo Børs takes the view that the late disclosure of this information represents a serious breach of the company’s duty to publicly disclose information. In addition, Oslo Børs also considers that the breach is exacerbated by the fact that the company was subject to violation charge earlier this year for a breach of the duty to disclose inside information (ruling by the Board of Oslo Børs dated 16 February 2011). The determination of the amount of the violation charge reflects the fact that this case relates to a repeated breach.
In connection with the spin-off of the drilling activities of Sevan Marine, the company had a duty to prepare and publish an information document as soon as possible, and in any case no later than before the start of stock exchange trading on the 20th trading day after the company entered into the agreement for the spin-off of the drilling activities. The company’s own view was that the deadline for publishing the information document expired on 26 May 2011, and Oslo Børs was in agreement with this view. In the event, the information document was completed and published by a stock exchange announcement issued on 18 July 2011. Oslo Børs is of the view that exceeding the deadline for the publication of the information document by seven and a half weeks represents a significant breach of the Oslo Børs Continuing Obligations.
