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IDEX Biometrics ASA — Share Issue/Capital Change 2021
Nov 10, 2021
3633_rns_2021-11-10_7f72834c-43f3-4688-ac6d-6c7bf2008b10.html
Share Issue/Capital Change
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IDEX Biometrics ASA: Private placement successfully completed on 9 November 2021
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 Relations
E-mail: [email protected]
Tel: + 47 9180 0186
James A. Simms, Chief Financial Officer
E-mail: [email protected]
Tel: +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