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Techstep ASA Share Issue/Capital Change 2022

Dec 14, 2022

3770_rns_2022-12-14_63012954-64c2-43c7-8ebe-3dadc155646b.html

Share Issue/Capital Change

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Techstep ASA: Last day of subscription period in the Subsequent Offering

Techstep ASA: Last day of subscription period in the Subsequent Offering

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN

AUSTRALIA, CANADA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S

REPUBLIC OF CHINA, SOUTH AFRICA, NEW ZEALAND, JAPAN OR THE UNITED STATES, OR ANY

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

UNLAWFUL.

Reference is made to the stock exchange announcement published by Techstep ASA

(the "Company") on 29 November 2022 regarding the subsequent offering (the

"Subsequent Offering") of up to 15,000,000 new shares in the Company (the "Offer

Shares") at a price of NOK 1.15 per Offer Share (the "Offer Price").

The subscription period for the Subsequent Offering will expire at 16:30 hours

(CET) today, on 14 December 2022.

Correctly completed subscription forms must be received by Arctic Securities AS

before the end of the subscription period. The subscription rights

("Subscription Rights") that are not used to apply for offer shares in the

Subsequent Offering before the expiry of the subscription period will expire and

have no value.

If the market price of the Company's shares exceed the Offer Price, the

Subscription Rights will have financial value. If the market price of the

Company's shares is below the Offer Price, the Subscription Rights will not have

financial value because it will be possible to buy shares in the market at lower

prices than the Offer Price, subject to sufficient volume of shares being

available for purchase.

For further information about the Subsequent Offering, please refer to the

prospectus dated 29 November 2022 (the "Prospectus"). The Prospectus, including

the subscription form in the Subsequent Offering, is available electronically at

Arctic Securities AS and SpareBank 1 Markets AS (the "Manager's") websites:

www.arctic.com/secno/en/offerings and www.sb1markets.no/.

For further information, please contact:

Børge Astrup, CEO, Techstep ASA: +47 928 27 676

Anita Huun, CFO, Techstep ASA: +47 924 11 563

About Techstep ASA

Techstep is a mobile technology company that enables organisations to perform

smartly, securely and sustainably through combining software, mobile devices and

services to meet customers´ business and ESG goals. We are a leading provider of

managed mobility services in the Nordics serving more than 2 000 customers in

Europe, with an annual revenue of NOK 1.3 billion in 2021. We are listed on the

Oslo Stock Exchange under the ticker TECH. To learn more, please visit

techstep.io.

Important information

This announcement is not an offer to sell or a solicitation of any offer to buy

any securities of Techstep ASA. 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.

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 "US 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 US 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 solely to "qualified institutional buyers" as

defined in Rule 144A under the US 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",

"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 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. Neither the Company nor the Managers undertake

any obligation to review, update, confirm or 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 communication. 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.

Neither the Managers nor any of their respective 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

Managers nor any of their respective 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.