IDEX Biometrics – Private placement successfully placed, raising NOK 105 million (USD 10.3 million)
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Oslo, Norway, 12 May 2020: IDEX Biometrics ASA (the “Company”), a leading provider of advanced fingerprint identification and authentications solutions, has successfully conducted a private placement of new shares (the “Private Placement”). The gross proceeds of the Private Placement amounts to approximately NOK 105 million (USD 10.3 million) through the allocation of 65,341,413 new shares (the “Offer Shares”) and an offer price of NOK 1.60 per share (the “Offer Price”). The Private Placement took place through an accelerated book building process on 11 May 2020 after close of Oslo Børs.
The net proceeds from the Private Placement will be used to fund growth opportunities and for general corporate purposes.
Vince Graziani, CEO of IDEX said: “We are very pleased to secure this funding from existing and new shareholders. This capital will enable the company to deliver on our commitments to current customers and new customers for our impending large scale commercialization. This investment is a strong endorsement of the massive value creation potential of IDEX’s fingerprint sensor technology in the biometric payment cards market. With the recent certifications from two of the world’s largest payment networks, payment card makers and card issuers can begin to supply contactless biometric payment cards with confidence.”
This fundraising is expected to meet the company’s capital requirements and the board expects that this capital will fund the company through commercial launch with customers in Europe and China over the next 12 months. IDEX is an international company and intends to pursue options to list its shares on the Nasdaq in additon to it’s current listing on the Oslo Bors.
Following the capital increase in connection the Private Placement, the Company will have a share capital amounting to NOK 117,499,521.75 divided into 783,330,145 shares at NOK 0.15 nominal value per share.
The Offer Shares were placed to Norwegian and international institutional investors and existing shareholders of the Company. The Company’s board believes that the Private Placement is an appropriate funding mechanism at the current time and is in the best interest of the Company and all of its shareholders. The board considers it is appropriate to waive the existing shareholders’ preferential right to subscribe for the Offer Shares.
The Offer Shares will be issued as soon as practicable under the board’s current authorization to issue shares as granted by the Company’s extraordinary general meeting held on 12 December 2019.
The Offer Shares will 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 (the “Share Lending Agreement”) between certain existing shareholders, ABG Sundal Collier ASA and the Company, in order to facilitate delivery of listed shares in the Company to applicants. The Offer Shares delivered to the applicants will thus be tradable from allocation, expected on 12 May 2020. The Manager (as defined below) will settle the share loan with new shares in the Company to be issued pursuant to a board authorisation granted by the Company’s extraordinary general meeting held on 12 December 2019.
ABG Sundal Collier ASA acted as sole manager and bookrunner (the “Manager”) in connection with the Private Placement.
For further information contact:
Marianne Bøe, Investor Relations
E-mail: marianne.boe@idexbiometrics.com Tel: + 47 918 00186
Derek D’Antilio, Chief financial Officer
E-mail: derek.dantilio@idexbiometrics.com Tel: +1 197 827 31344
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
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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.
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 solely to “qualified institutional buyers” as defined in Rule 144A 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.
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
