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IDEX Biometrics ASA Capital/Financing Update 2021

Nov 9, 2021

3633_iss_2021-11-09_26789e6d-d418-4f83-9ddf-d8d68e1b4705.html

Capital/Financing Update

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IDEX Biometrics ASA - Contemplated Private Placement 9 November 2021

IDEX Biometrics ASA - Contemplated Private Placement 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.

Oslo, 9 November 2021.

IDEX Biometrics ASA (the "Company"), a leading provider of advanced fingerprint

identification and authentications solutions, has retained Arctic Securities AS

as sole manager and bookrunner (the "Manager") to advise on and effect a private

placement (the "Private Placement") of new shares in the Company (the "Offer

Shares") to raise gross proceeds of up to the NOK equivalent of USD 25 million.

The net proceeds from the Private Placement will be used to cover the forecasted

cash requirements until the point of cashflow break even as well as for general

corporate purposes.

The following primary insiders and senior management have pre-committed to

subscribe for Offer Shares in the Private Placement:

* Vincent Arthur Graziani (CEO) has pre-committed to subscribe for Offer

Shares for a total value equal to the NOK equivalent of USD 50,000.

* Jamie Simms (CFO) has pre-committed to subscribe for Offer Shares for a

total value equal to the NOK equivalent of USD 500,000.

* Annika Olsson (Board member) has pre-committed to subscribe for a total

value equal of NOK 150,000.

* Skorpion AS, a company closely related to Marianne Bøe (Investor Relations)

has pre-committed to subscribe for Offer Shares for a total value of NOK

1,000,000.

* Erling Svela (VP Finance) has pre-committed to subscribe for Offer Shares

for a total value equal of NOK 150,000.

The subscription price per Offer Share (the "Offer Price") and the number of

Offer Shares to be issued in the Private Placement will be determined by the

board of directors of the Company (the "Board") following an accelerated

bookbuilding process. The bookbuilding period commences today at 16:30 CET and

ends at 08:00 CET on 10 November 2021. The bookbuilding period may, at the

discretion of the Company and the Manager, close earlier or later and may be

cancelled at any time and, consequently, the Company may refrain from completing

the Private Placement.

The Company will announce the final number of Offer Shares placed and the final

Offer Price in a stock exchange announcement expected to be published later

today or before the opening of trading on the Oslo Stock Exchange tomorrow, 10

November 2021.

The Private Placement will be directed towards Norwegian and international

investors, in each case subject to applicable exemptions from relevant

prospectus, filing or other registration requirements. The minimum application

and allocation amount in the Private Placement will be the NOK equivalent of EUR

100,000, provided that the Company may, at its sole discretion, allocate an

amount below EUR 100,000 to the extent applicable exemptions from relevant

prospectus and registration requirements pursuant to applicable regulations,

including the Norwegian Securities Trading Act and ancillary regulations, are

available.

The allocation of Offer Shares will be made at the sole discretion of the Board

after input from the Manager. Allocation will be based on criteria such as (but

not limited to), existing ownership in the Company, timeliness of the

application, price leadership, relative order size, sector knowledge, investment

history, perceived investor quality and investment horizon. The Board may, at

its sole discretion, reject and/or reduce any applications. There is no

guarantee that any applicant will be allocated Offer Shares. The allocation will

be determined at the end of the bookbuilding period and final allocation will be

made at the Board's sole discretion. Notification of allotment and payment

instructions are expected to be issued to the applicants on or about 10 November

2021 through a notification to be issued by the Manager.

Settlement is expected to take place on or about 12 November 2021 on a delivery

versus payment basis. The Offer Shares are expected to be settled with existing

and unencumbered shares in the Company that are already listed on the Oslo Stock

Exchange, pursuant to a share lending agreement expected to be entered into

between certain existing shareholders, the Manager and the Company, in order to

facilitate delivery of already listed shares in the Company to applicants (the

"Share Lending Agreement"). The  Offer  Shares will thus be tradable from

allocation. The share loan will be settled with new shares in the Company to be

resolved issued by the Board pursuant to an authorization granted by the

Company's annual general meeting held on 12 May 2021.

The Company reserves the right, at any time and for any reason, to cancel,

and/or modify the terms of, the Private Placement prior to completion. Neither

the Company nor the Manager will be liable for any losses incurred by applicants

if the Private Placement is cancelled, irrespective of the reason for such

cancellation.

The Board has considered the Private Placement in light of the equal treatment

obligations under the Norwegian Public Limited Companies Act, the Norwegian

Securities Trading Act, the rules on equal treatment under Oslo Rule Book II for

companies listed on the Oslo Stock Exchange and the Oslo Stock Exchange's

Guidelines on the rule of equal treatment, and deems that the proposed Private

Placement is in compliance with these requirements. The Board holds the view

that it will be in the common interest of the Company and its shareholders to

raise equity through a private placement, in view of the current market

conditions and the growth opportunities currently available to the Company. A

private placement enables the Company to raise capital in an efficient manner,

and the Private Placement is structured to ensure that a market-based

subscription price is achieved. By structuring the equity raise as a private

placement, the Company is expected to be in a position to raise capital at a

better share price, at a lower cost and with significantly lower risk than in a

rights issue.

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 9

November 2021 at 16:30 CET on behalf of the Company.

Contact persons:

Derek D'Antilio, Chief Financial Officer

E-mail: [email protected]

(mailto:[email protected])

Tel: +1 978 273 1344

Marianne Bøe, IR Contact

E-mail: [email protected] (mailto:[email protected])

Tel: +47 91 80 01 86

About IDEX Biometrics: IDEX Biometrics ASA (OSE: IDEX and OTCQB: IDXAF) is a

leading provider of fingerprint identification technologies offering simple,

secure and personal 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 (http://www.idexbiometrics.com) and

follow @IDEXBiometrics

IMPORTANT INFORMATION: 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