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Share capital increase and registrations in the Norwegian Register of Business Enterprises

18.02.2010 - Reference is made to the stock exchange notice of 12 February 2010 regarding the extraordinary general meeting of Nutri Pharma ASA (the "Company")

 

This information is subject of the disclosure
requirements acc. to §5-12 in the Norwegian
Securities Act.

Reference is made to the stock exchange notice of 12
February 2010 regarding the extraordinary general
meeting of Nutri Pharma ASA (the "Company"), and
earlier stock exchange releases regarding the offer
for the shares and warrants in Bionor Immuno AS
(the "Bionor Placement") and the Private Placement of
NOK 100,000,000 (the "Private Placement").   

The following Company resolutions have today been
registered in the Norwegian Register of Business
Enterprises:

1. Capital increase of NOK 10,972,315 by
issuance of 43,889,262 New Shares in the Company to
be settled through 87,778,532 shares in Bionor Immuno
AS (the Bionor Placement), as approved in the
extraordinary shareholders meeting in the Company on
12 February 2010.

2. Issuance of  6,353,333 of subscription rights
(warrants) in the Company, settled through 6,353,333 
subscription rights in Bionor Immuno AS (the Bionor
Placement) as approved in the extraordinary
shareholders meeting in the Company on 12 February
2010.

3. Capital increase of NOK 12,500,000 by
issuance of 50,000,000 New Shares settled in cash  by
NOK 100,000,000 (completion of the Private Placement)
on the basis of registered authorization to the board
of directors approved in the extraordinary
shareholders meeting in the Company on 12 February
2010 to issue up to 50 million shares in order to
complete the Private Placement. 

4. Authorization to the board of directors to
issue up to 10 million shares in the Company for a
subsequent repair offering, as approved in the
extraordinary shareholders meeting in the Company on
12 February 2010.

5. Authorization to the board of directors to
issue up to 4,5 million shares in the Company for 
share incentive program as approved in the
extraordinary shareholders meeting in the Company on
12 February 2010.

6. Amendments to the company's articles of
association in accordance with the Norwegian Public
Limited Liability Companies Act, as approved in the
extraordinary shareholders meeting in the Company on
12 February 2010.

Following the registrations above, the new share
capital of the Company is NOK 45,106,472.75 divided
into 180,425,891 shares.


All the conditions for the Bionor Placement and the
Private Placement are at present time fulfilled or
waived by Nutri Pharma. The transactions will be
completed through issuance of New Shares in VPS 
listed on Oslo Børs on the Company's ISIN NO 000
3106700, subject to the approval of the listing
prospectus by Oslo Stock Exchange.


 
Oslo, 18 February 2010

For further information, please contact:
Trond Syvertsen, CEO  +47 23 01 09 60 /
+ 47 917 21 457