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Universal Registration Document A Norwegian public limited liability company organised under the laws of Norway II – Universal Registration Document The distribution this Universal Registration Document may in certain jurisdictions be restricted by law. Accordingly, the Universal Registration Document may not be distributed or published in any jurisdiction except under circumstances that will result in compliance with any applicable laws and regulations. The Company, Clarksons Platou Securities AS and SpareBank 1 Markets AS require persons in possession of the Universal Registration Document to inform themselves about, and to observe, any such restrictions. MANAGERS: The date of the Universal Registration Document is 30 April 2020 Important Notice The information in this Universal Registration Document has been prepared according to chapter 7 of the Norwegian Securities Trading Act in connection with the Listing on Oslo Axess of the Private Placement Shares, subject to applicable securities laws and the terms set out in the Securities Note. The Financial Supervisory Authority (the "Norwegian FSA") has reviewed and approved this Universal Registration Document (which in in combination with the Summary and the Share Security Note dated 30 April 2020 constitutes the Prospectus) as competent authority under Regulation (EU) 2017/1129. The Norwegian FSA only approves this Universal Registration Document as meeting the standards of completeness, comprehensibility and consistency imposed by Regulation (EU) 2017/1129, and such approval should not be considered as an endorsement of the issuer that are the subject of this Universal Registration Document. This Universal Registration Document was approved by the Norwegian FSA on 30 April 2020. The Universal Registration Document has been drawn up as part of the Prospectus. Investors should make their own assessment as to the suitability of investing in the securities. The Universal Registration Document may be used for the purposes of an offer to the public of securities or admission of securities to trading on a regulated market if completed by amendments, if applicable, and a securities note and summary approved in accordance with Regulation (EU) 2017/1129. The Company has furnished the information in the Universal Registration Document. The Company engaged Clarksons Platou Securities AS and SpareBank 1 Markets AS (the “Managers”) as managers for the Private Placement. Neither the Company nor the Managers have authorised any other person to provide investors with any other information related to the Private Placement and Listing and neither the Company nor the Managers will assume any responsibility for any information other persons may provide. Unless otherwise indicated, the information contained herein is current as of the date hereof and subject to change, completion and amendment without notice. Neither the publication nor distribution of the Universal Registration Document shall under any circumstances create any implication that there has been no change in the Group's affairs or that the information herein is correct as of any time subsequent to the date of the Universal Registration Document. Without limiting the manner in which the Company may choose to make any public announcements, and subject to the Company’s obligations under applicable law and regulations, announcements relating to the matters described in the Universal Registration Document will be considered to have been made once they have been received by Oslo Børs and distributed through its information system. The Universal Registration Document is subject to Norwegian law, unless otherwise indicated herein. Any dispute arising in respect of the Universal Registration Document is subject to the exclusive jurisdiction of Oslo City Court. The distribution of the Universal Registration Document may be restricted by law. The Company and the Managers require persons in possession of the Universal Registration Document to inform themselves about, and to observe, any such restrictions. UNIVERSAL REGISTRATION DOCUMENT – NORDIC MINING ASA TABLE OF CONTENTS 1. DECLARATION BY PERSONS RESPONSIBLE ......................................................................... 5 2. RISK FACTORS .................................................................................................................... 6 2.1. RISK CONNECTED TO EXPLORATION AND DEVELOPMENT OF PROJECTS ......................................................... 6 2.2. FINANCIAL RISK – REQUIREMENT FOR NEW CAPITAL ............................................................................. 7 3. GENERAL INFORMATION ..................................................................................................... 8 3.1. OTHER IMPORTANT INVESTOR INFORMATION ...................................................................................... 8 3.2. PRESENTATION OF FINANCIAL AND OTHER INFORMATION ........................................................................ 8 3.3. CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS ............................................................. 9 3.4. APPROVAL AND FUTURE USE OF THE UNIVERSAL REGISTRATION DOCUMENT AND PROSPECTUS ......................... 10 4. PRESENTATION OF NORDIC MINING ................................................................................ 11 4.1. HISTORY AND DEVELOPMENT ....................................................................................................... 11 4.2. LEGAL STRUCTURE ................................................................................................................... 13 4.3. BUSINESS OVERVIEW ................................................................................................................ 14 4.4. BUSINESS IDEA, GOALS AND STRATEGY .......................................................................................... 14 4.5. OVERVIEW MINERALS AND METALS DEPOSITS IN NORDIC MINING ........................................................... 14 4.6. STRATEGIC BUSINESS APPROACH .................................................................................................. 15 4.7. RESEARCH AND DEVELOPMENT ..................................................................................................... 34 4.8. PATENTS AND LICENSES............................................................................................................. 34 4.9. REGULATORY ENVIRONMENT ........................................................................................................ 34 5. MARKET OVERVIEW .......................................................................................................... 36 5.1. RECENT TRENDS AND OUTLOOK IN THE MINING INDUSTRY ..................................................................... 36 5.2. THE NORWEGIAN MINING INDUSTRY .............................................................................................. 36 5.3. NORDIC MINING'S PRINCIPAL MARKETS .......................................................................................... 37 5.4. TITANIUM ............................................................................................................................. 38 5.5. GARNET ............................................................................................................................... 46 5.6. LITHIUM ............................................................................................................................... 49 6. SELECTED FINANCIAL INFORMATION ............................................................................... 58 6.1. INTRODUCTION AND BASIS FOR PREPARATION ................................................................................... 58 6.2. SUMMARY OF ACCOUNTING POLICIES AND PRINCIPLES ......................................................................... 58 6.3. AUDITOR .............................................................................................................................. 58 6.4. CONSOLIDATED INCOME STATEMENTS ............................................................................................ 59 6.5. CONSOLIDATED STATEMENTS OF FINANCIAL POSITION ......................................................................... 60 6.6. CONSOLIDATED CASH FLOW STATEMENTS ........................................................................................ 61 6.7. CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY .......................................................................... 61 6.8. SEGMENT INFORMATION ............................................................................................................ 62 6.9. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ................... 62 6.10. DIVIDEND POLICY .................................................................................................................... 65 6.11. LEGAL AND ARBITRATION PROCEEDINGS .......................................................................................... 65 6.12. FUNDING AND TREASURY POLICIES AND OBJECTIVE ............................................................................. 65 6.13. TRENDS ............................................................................................................................... 65 6.14. IMPORTANT EVENTS IN THE YEAR 2019 AND 2020 YEAR-TO-DATE .......................................................... 65 6.15. SIGNIFICANT CHANGES IN THE GROUP'S FINANCIAL OR TRADING POSITION SINCE 31 DECEMBER 2019 ........................................................................................................................................
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