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Polight ASA Share Issue/Capital Change 2025

Jun 27, 2025

3717_iss_2025-06-27_54232c14-b044-4722-a58f-a62c420c7f35.html

Share Issue/Capital Change

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poLight ASA: Final result of the subsequent offering and allocation of shares

poLight ASA: Final result of the subsequent offering and allocation of shares

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR

INDIRECTLY, IN AUSTRALIA, CANADA, HONG KONG, JAPAN, THE UNITED STATES OR ANY

OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE

UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE

SECURITIES DESCRIBED HEREIN.

Tønsberg, 27 June 2025

Reference is made to the announcement by poLight ASA ("poLight" or the

"Company") on 19 June 2025 regarding the commencement of the subsequent

offering of up to 19,122,933 new shares ("Offer Shares") in the Company each

with a nominal value of NOK 0.04, at a subscription price of NOK 2.69 per

Offer Share (the "Subsequent Offering") as well as the prospectus dated 17

June 2025.

The subscription period for the Subsequent Offering expired today, 27 June

2025, at 16:30 hours CEST. By the end of the subscription period, the Company

had received valid subscriptions for 35,423,252 Offer Shares in the Subsequent

Offering from 1,500 subscribers. Thus, the Subsequent Offering was

oversubscribed.

The final allocation of the Offer Shares in the Subsequent Offering has today

been made based on the allocation criteria set out in the Prospectus. In

total, 19,122,933 Offer Shares were allocated based on valid subscriptions

from eligible shareholders with subscription rights. The Company's gross

proceeds from the Subsequent Offering will therefore be NOK 51,440,689.77.

Notifications of allocated Offer Shares and the corresponding subscription

amount to be paid by each subscriber are expected to be made available on or

about 30 June 2025. Subscribers having access to investor services through

their account manager in the Norwegian Central Securities Depository (ES-OSL),

will be able to check the number of Offer Shares allocated to them from 10:00

hours (CEST) on or about 30 June 2025. Subscribers who do not have access to

investor services through their ES-OSL account managers may contact Pareto

Securities AS (the "Manager") from 10:00 hours (CEST) on the same date to

obtain information about the number of Offer Shares allocated to them.

The subscription amount for the allocated shares falls due for payment on 2

July 2025, in accordance with the payment procedures described in the

Prospectus.

The Offer Shares may not be transferred or traded until they are fully paid

and the share capital increase pertaining to the Subsequent Offering has been

registered with the Norwegian Register of Business Enterprises (Nw.:

Foretaksregisteret). The Company will publish a stock exchange announcement

once such share capital increase has been registered. Subject to timely

payment for the Offer Shares subscribed for and allocated in the Subsequent

Offering, the delivery of the Offer Shares is expected to be completed on or

about 9 July 2025, and the Offer Shares are expected to commence trading on

the Oslo Stock Exchange on or about the same day. The Manager may be contacted

for information regarding allocation, payment and delivery of the Offer

Shares.

Following the issuance of the 19,122,933 Offer Shares, the Company's share

capital will be NOK 8,499,506, divided into 212,487,650 shares, each with a

nominal value of NOK 0.04.

Pareto Securities AS is acting as manager in the Subsequent Offering.

Advokatfirmaet Thommessen AS is acting as legal advisor to the Company in

relation to the Subsequent Offering.

This information has been submitted pursuant to the Securities Trading Act §

5-12 and MAR Article 17. The information was submitted for publication at

2025-06-27 17:41 CEST.

For further information, please contact:

Dr Øyvind Isaksen, CEO, poLight ASA: +47 90 87 63 98

Joakim Hines Bredahl, CFO, poLight ASA: +47 97 52 17 31

About poLight ASA

poLight ASA (listed on the Oslo Stock Exchange: PLT) offers a patented,

proprietary tunable optics technology, starting with its first product, TLens®

which replicates "the human eye" experience in autofocus cameras used in

devices such as smartphones, wearables, barcode scanners, machine vision

systems and various medical equipment. poLight's TLens® enables better system

performance and new user experiences due to benefits such as extremely fast

focus, small footprint, no magnetic interference, low power consumption and

constant field of view. poLight is based in Tønsberg, Norway, with employees

in Finland, France, UK, US, China, Taiwan, Japan, and the Philippines. For

more information, please visit https://www.polight.com

(https://www.polight.com/)

- IMPORTANT INFORMATION -

The information contained in this announcement is for background purposes only

and does not purport to be full or complete. No reliance may be placed for any

purpose on the information contained in this announcement or its accuracy,

fairness or completeness. Neither the Manager, nor or any of its affiliates or

any of their respective directors, officers, employees, advisors or agents

accepts any responsibility or liability whatsoever for, or makes any

representation or warranty, express or implied, as to the truth, accuracy or

completeness of the information in this announcement (or whether any

information has been omitted from the announcement) or any other information

relating to the Company, its subsidiaries or associated companies, whether

written, oral or in a visual or electronic form, and howsoever transmitted or

made available, or for any loss howsoever arising from any use of this

announcement or its contents or otherwise arising in connection therewith.

This announcement has been prepared by and is the sole responsibility of

poLight.

Neither this announcement nor the information contained herein is for

publication, distribution or release, in whole or in part, directly or

indirectly, in or into or from Australia, Canada, Japan, Hong Kong, South

Africa or the United States (including its territories and possessions, any

State of the United States and the District of Columbia) or any other

jurisdiction where to do so would constitute a violation of the relevant laws

of such jurisdiction. The publication, distribution or release of this

announcement may be restricted by law in certain jurisdictions and persons

into whose possession any document or other information referred to herein

should inform themselves about and observe any such restriction. Any failure

to comply with these restrictions may constitute a violation of the securities

laws of any such jurisdiction.

This announcement is not an offer for sale of securities 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, and may not be offered or sold in

the United States absent registration with the U.S. Securities and Exchange

Commission or an exemption from, or in a transaction not subject to, the

registration requirements of the U.S. Securities Act and in accordance with

applicable U.S. state securities laws. The Company does not intend to register

any securities referred to herein in the United States or to conduct a public

offering of securities in the United States.

This announcement is an advertisement and is not a prospectus for the purposes

of Regulation (EU) 2017/1129 of the European Parliament and of the Council of

14 June 2017 (the "EU Prospectus Regulation") (together with any applicable

implementing measures in any Member State).

Any offering of the securities referred to in this announcement will be made

by means of a Prospectus which will be prepared and which is subject to the

approval by the Norwegian Financial Supervisory Authority. Investors in the

Subsequent Offering should not subscribe for any securities referred to in

this announcement except on the basis of information contained in the

Prospectus. Copies of the Prospectus will, following publication, be available

from the Company's registered office and, subject to certain exceptions, on

the websites of the Manager.

In any EEA Member State other than Norway and Denmark, this communication is

only addressed to and is only directed at qualified investors in that Member

State within the meaning of the EU Prospectus Regulation, i.e. only to

investors who can receive the offer without an approved prospectus in such EEA

Member State.

This communication is only being distributed to and is only directed at

persons in the United Kingdom that are "qualified investors" within the

meaning of the EU Prospectus Regulation as it forms part of English law by

virtue of the European Union (Withdrawal) Act 2018 and 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 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.

This announcement is made by, and is the responsibility of, the Company. The

Manager and its affiliates are acting exclusively for the Company and no-one

else in connection with the transactions described in this announcement. They

will not regard any other person as their respective clients in relation to

the transactions described in this announcement and will not be responsible to

anyone other than the Company, for providing the protections afforded to their

respective clients, nor for providing advice in relation to the transactions

described in this announcement, the contents of this announcement or any

transaction, arrangement or other matter referred to herein.

In connection with the transactions described in this announcement, the

Manager and any of its affiliates, acting as investors for their own accounts,

may subscribe for or purchase securities and in that capacity may retain,

purchase, sell, offer to sell or otherwise deal for their own accounts in such

securities of the Company or related investments in connection with the

transactions described in this announcement or otherwise. Accordingly,

references in the Prospectus to the securities being issued, offered,

subscribed, acquired, placed or otherwise dealt in should be read as including

any issue or offer to, or subscription, acquisition, placing or dealing by,

the Manager and any of its affiliates acting as investors for their own

accounts. The Manager does not intend to disclose the extent of any such

investment or transactions otherwise than in accordance with any legal or

regulatory obligations 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", "aim", "expect",

"anticipate", "intend", "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 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. Forward-looking

statements speak only as of the date they are made and cannot be relied upon

as a guide to future performance. The Company, the Manager and their

respective affiliates expressly disclaims any obligation or undertaking to

update, review or revise any forward-looking statement contained in this

announcement whether as a result of new information, future developments or

otherwise. The information, opinions and forward-looking statements contained

in this announcement speak only as at its date and are subject to change

without notice.