IDEX Biometrics ASA: Private placement successfully completed on 9
November 2021
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN
WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA,
JAPAN OR THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH SUCH
RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
IDEX Biometrics ASA: Private placement
successfully completed
Oslo, 10 November 2021.
Reference is made to the press release from IDEX Biometrics ASA
(“IDEX” or the “Company”) published on 9 November 2021 regarding a
contemplated private placement (the “Private Placement”).
IDEX is pleased to announce that the Private
Placement has been successfully completed and will raise gross
proceeds to the Company of approx. USD 30 million, equivalent to
NOK 256 million, through the issue of 89,777,824 new shares (the
“Offer Shares”) at a price of NOK 2.85 per Offer Share (the "Offer
Price").
The Private Placement attracted strong interest
from Norwegian, Nordic and international high-quality institutional
investors and was multiple times oversubscribed. In light of the
strong demand for the Company's Offer Shares in the bookbuilding
for the Private Placement, the Company decided to increase the
offering size from up to the NOK equivalent of USD 25 million to up
to the NOK equivalent of USD 30 million.
The Company intends to use the net proceeds from
the Private Placement to cover the forecasted cash requirements
until the point of cashflow break even as well as for general
corporate purposes.
Allocation to investors will be communicated on
10 November 2021. The Private Placement will be settled by the
Manager on a delivery-versus-payment basis on 12 November 2021.
Offer Shares in the Private Placement will be settled with existing
and unencumbered shares in the Company, pursuant to a share lending
agreement expected to be entered into between the Manager,
certain existing shareholders and the Company. The Offer Shares
will thus be tradable from allocation. The share loan will be
settled with a corresponding number of new shares in the Company
which the board of directors of the Company today resolved to issue
at the Offer Price pursuant to an authorization granted by the
Company's annual general meeting held on 12 May 2021.
As set out in the Company’s announcement on 9
November 2021, the Board has considered the Private Placement in
light of the equal treatment obligations under applicable laws and
regulations and found that the Private Placement, as undertaken, is
in compliance with these requirements. The Board has therefore
concluded that there will not be a subsequent offering.
Following registration of the share capital
increase pertaining to the issue of the Offer Shares in the
Norwegian Register of Business Enterprises, the Company will have a
share capital of NOK 151,392,751.80, divided into 1,009,285,012
shares, each with a nominal value of NOK 0.15
About IDEX Biometrics ASA:
IDEX Biometrics ASA (OSE: IDEX and Nasdaq: IDBA)
is a leading provider of fingerprint identification technologies
offering simple, secure, and personal touch-free authentication for
all. We help people make payments, prove their identity, gain
access to information, unlock devices, or gain admittance to
buildings with the touch of a finger. We invent, engineer, and
commercialize these secure, yet incredibly user-friendly
solutions. Our total addressable market represents a fast
growing multi-billion-unit opportunity. For more information,
visit www.idexbiometrics.com and follow on Twitter
@IDEXBiometrics
Advisors:
Arctic Securities AS acted as sole manager and
bookrunner in connection with the Private Placement. Advokatfirmaet
Ræder AS acted as Norwegian legal counsel to the Company. Cooley
LLP acted as U.S. legal counsel to the Company. Advokatfirmaet
Thommessen AS acted as legal advisor to the Manager.
This information is considered to be inside
information pursuant to the EU Market Abuse Regulation and is
subject to the disclosure requirements pursuant to section 5-12 the
Norwegian Securities Trading Act.
This stock exchange announcement was published
by Erling Svela, VP Finance on 10 November 2021 at 08:00 CET on
behalf of the Company.
For more information, please
contact:
Marianne Bøe, Investor RelationsE-mail:
marianne.boe@idexbiometrics.comTel: + 47 9180 0186
James A. Simms, Chief Financial OfficerE-mail:
jamie.simms@idexbiometrics.comTel: +1 978 319 5372
Important notice:
This announcement is not and does not form a
part of any offer to sell, or a solicitation of an offer to
purchase any securities. The distribution of this announcement and
other information may be restricted by law in certain
jurisdictions. Copies of this announcement are not being made and
may not be distributed or sent into any jurisdiction in which such
distribution would be unlawful or would require registration or
other measures. Persons into whose possession this announcement or
such other information should come are required to inform
themselves about and to observe any such restrictions.
This announcement is not an offer of securities
for sale in the United States. The securities referred to in this
announcement have not been and will not be registered under the
U.S. Securities Act of 1933, as amended (the "Securities Act"), and
accordingly may not be offered or sold in the United States absent
registration or an applicable exemption from the registration
requirements of the Securities Act and in accordance with
applicable U.S. state securities laws. The Company does not intend
to register any part of the offering or their securities in the
United States or to conduct a public offering of securities in the
United States. Any sale in the United States of the securities
mentioned in this announcement will be made to "qualified
institutional buyers" as defined in Rule 144A under the Securities
Act or, with respect to institutions or to any existing director or
executive officer of the Company only, “accredited investors” as
defined in Regulation D under the Securities Act.
In any EEA Member State, this communication is
only addressed to and is only directed at qualified investors in
that Member State within the meaning of the Prospectus Regulation,
i.e., only to investors who can receive the offer without an
approved prospectus in such EEA Member State. The expression
"Prospectus Regulation" means Regulation 2017/1129 as amended
together with any applicable implementing measures in any Member
State. This communication is only being distributed to and is only
directed at persons in the United Kingdom that are (i) investment
professionals falling within 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, and other
persons to whom this announcement may lawfully be communicated,
falling within Article 49(2)(a) to (d) of the Order (all such
persons together being referred to as "relevant persons"). This
communication must not be acted on or relied on by persons who are
not relevant persons. Any investment or investment activity to
which this communication relates is available only for relevant
persons and will be engaged in only with relevant persons. Persons
distributing this communication must satisfy themselves that it is
lawful to do so.
Matters discussed in this announcement may
constitute forward-looking statements. Forward-looking statements
are statements that are not historical facts and may be identified
by words such as "believe", "expect", "anticipate", "strategy",
"intends", "estimate", "will", "may", "continue", "should" and
similar expressions. The forward-looking statements in this release
are based upon various assumptions, many of which are based, in
turn, upon further assumptions. Although the Company believe that
these assumptions were reasonable when made, these assumptions are
inherently subject to significant known and unknown risks,
uncertainties, contingencies and other important factors which are
difficult or impossible to predict and are beyond its control.
Actual events may differ significantly from any
anticipated development due to a number of factors, including
without limitation, changes in public sector investment levels,
changes in the general economic, political and market conditions in
the markets in which the Company operate, the Company’s ability to
attract, retain and motivate qualified personnel, changes in the
Company’s ability to engage in commercially acceptable acquisitions
and strategic investments, and changes in laws and regulation and
the potential impact of legal proceedings and actions. Such risks,
uncertainties, contingencies and other important factors could
cause actual events to differ materially from the expectations
expressed or implied in this release by such forward-looking
statements. The Company does not provide any guarantees that the
assumptions underlying the forward-looking statements in this
announcement are free from errors nor does it accept any
responsibility for the future accuracy of the opinions expressed in
this announcement or any obligation to update or revise the
statements in this announcement to reflect subsequent events. You
should not place undue reliance on the forward-looking statements
in this document. The information, opinions and forward-looking
statements contained in this announcement speak only as at its
date, and are subject to change without notice. The Company does
not undertake any obligation to review, update, confirm, or to
release publicly any revisions to any forward-looking statements to
reflect events that occur or circumstances that arise in relation
to the content of this announcement.
This announcement is made by, and is the
responsibility of, the Company. Neither the Manager nor any of its
affiliates makes any representation as to the accuracy or
completeness of this announcement and none of them accepts any
responsibility for the contents of this announcement or any matters
referred to herein.
This announcement is for information purposes
only and is not to be relied upon in substitution for the exercise
of independent judgment. It is not intended as investment advice
and under no circumstances is it to be used or considered as an
offer to sell, or a solicitation of an offer to buy any securities
or a recommendation to buy or sell any securities in the Company.
Neither the Manager nor any of its affiliates accepts any liability
arising from the use of this announcement.
This information is subject to the disclosure requirements
pursuant to Section 5-12 the Norwegian Securities Trading Act
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