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NEXT Biometrics Group ASA — Share Issue/Capital Change 2016
Jul 25, 2016
3671_iss_2016-07-25_b2243349-c7bc-4134-93d1-76fccdabd1ef.html
Share Issue/Capital Change
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NEXT Biometrics Group ASA - Last day of the subscription period in the subsequent offering
NEXT Biometrics Group ASA - Last day of the subscription period in the subsequent offering
NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE
UNITED STATES, CANADA, AUSTRALIA, THE HONG KONG SPECIAL ADMINISTRATIVE
REGION OF THE PEOPLE'S REPUBLIC OF CHINA, SOUTH AFRICA OR JAPAN OR ANY
OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE
UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE IMPORTANT
NOTICE AT THE END OF THE PRESS RELEASE.
Reference is made to the stock exchange announcement from NEXT Biometrics Group
ASA ("NEXT" or the "Company") dated 4 July 2016 regarding the subsequent offering
and listing of up to 200,000 new shares, each with a nominal value of NOK 1.00 (the
"Offer Shares") at a subscription price of NOK 133 per Offer Share (the "Subscription
Price") to be carried out by NEXT (the "Subsequent Offering").
The subscription period for the Subsequent Offering will expire today, 25 July 2016, at
16:30 CET. Correctly completed subscription forms must be received by one of the
subscription offices, or, in the case of online subscriptions, be registered, within this
deadline.
Please note that subscription rights that are not used to subscribe for Offer Shares
within this deadline will have no value and will lapse without compensation to the holder.
For more information on the Subsequent Offering, please refer to the prospectus of the
Company dated 1 July 2016 (the "Prospectus"). The Prospectus including the
subscription form is available at the following websites: www.nextbiometrics.com,
www.carnegie.no and www.dnb.no/emisjoner.
Carnegie AS and DNB Markets, a part of DNB Bank ASA, are acting as Managers in the
Subsequent Offering. Advokatfirmaet Thommessen AS is acting as legal advisor to the
Company.
This information is subject to the disclosure requirements pursuant to section 5-12 of
the Norwegian Securities Trading Act.
Investor relations and media contacts
Tore Etholm-Idsøe, CEO, NEXT Biometrics Group ASA, +47 913 92 873
Knut Stålen, CFO, NEXT Biometrics Group ASA, +47 909 86 386
About NEXT Biometrics Group ASA
NEXT Biometrics (www.nextbiometrics.com) offers high quality area fingerprint sensors
at a fraction of the prices of comparable competitors. A wide range of product formats
including Smart Cards, Smartphones, Tablets, PC's, Doors, Time registration systems,
Wearables, Payment terminals, Flashdrives, USB-tokens, Key fobs and many more are
targeted.
IMPORTANT INFORMATION
This announcement may not be published, distributed or transmitted in the United
States, Canada, Australia, the Hong Kong Special Administrative Region of the People's
Republic of China. These materials do not constitute an offer of securities for sale or a
solicitation of an offer to purchase securities of the Company in the United States,
Norway or any other jurisdiction . The securities of the Company may not be offered or
sold in the United States absent registration or an exemption from registration under the
U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"). The securities of
the Company have not been, and will not be, registered under the U.S. Securities Act.
Any sale in the United States of the securities mentioned in this communication will be
made solely to "qualified institutional buyers" as defined in Rule 144A under the U.S.
Securities Act and to major U.S. institutionalinvestors under SEC Rule 15a-6 to the
United States Exchange Act of 1934. No public offering of the securities will be made in
the United States.
Any offering of securities will be made by means of a prospectus to be published that
may be obtained from the issuer or selling security holder, once published, and that will
contain detailed information about the Company and its management, as well as
financial statements.
These materials are an advertisement and not a prospectus for the purposes of
Directive 2003/71/EC, as amended (together with any applicable implementing
measures in any Member State, the "Prospectus Directive"). Investors should not
subscribe for any securities referred to in these materials except on the basis of
information contained in the prospectus.
In any EEA Member State other than Norway (from the time the prospectus has been
approved by the Financial Supervisory Authority of Norway, in its capacity as the
competent authority in Norway, and published in accordance with the Prospectus
Directive as implemented in Norway) that has implemented the Prospectus Directive,
this communication is only addressed to and is only directed at "qualified investors" in
that Member State within the meaning of Article 2(1)(e) of the Prospectus Directive
("Qualified Investors"), i.e., only to investors to whom an offer of securities may be
made without the requirement for the Company to publish a prospectus pursuant to
Article 3 of the Prospectus Directive in such EEA Member State.
In the United Kingdom, this communication is only addressed to and is only directed at
Qualified Investors who (i) are 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) are persons falling within Article 49(2)(a) to (d) of the
Order (high net worth companies, unincorporated associations, etc.) (all such persons
together being referred to as "Relevant Persons"). These materials are directed only at
Relevant Persons and must not be acted on or relied on by persons who are not
Relevant Persons. Any investment or investment activity to which this document relates
is available only to 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 "anticipate", "believe", "continue", "estimate", "expect",
"intends", "may", "should", "will" 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 believes 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. 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 information, opinions and forward-looking statements contained in this
announcement speak only as at its date, and are subject to change without notice.
The distribution of this announcement and other information may be restricted by law in
certain jurisdictions.