Helsinki, Finland, 2013-12-04 08:00 CET (GLOBE NEWSWIRE) --
Ixonos Plc Stock Exchange Release 4 December 2013 at 09:00
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, HONG KONG, SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.
Ixonos Plc's (“Ixonos”) rights issue (the "Rights Issue") was completed yesterday. According to the preliminary results, approximately 79.9 per cent of the maximum amount of shares offered in the Rights Issue (such maximum amount being 77,526,075 shares) was subscribed for in the primary subscription with subscription rights and approximately 5.3 per cent in the secondary subscription without subscription rights. Turret Oy Ab ("Turret") has given an underwriting commitment to subscribe for shares that are not subscribed for in the Rights Issue in a maximum amount of EUR 1.0 million. The underwriting commitment is, however, only used to the extent the ownership of Turret does not exceed 30 per cent of the voting rights attached to Ixonos’ shares. The number of shares to be subscribed for by virtue of the underwriting commitment is, based on the preliminary results, 1,986,435 corresponding to approximately 2.6 per cent of the offered shares. Approximately 88 per cent out of the maximum number of shares offered in the Rights Issue were subscribed for. The gross proceeds of the Rights Issue amount to approximately EUR 4.8 million.
Turret has in accordance with its undertaking given on 7 November 2013 informed that it will not prior to 31 December 2014 require repayment of the short-term bridge loan granted by it if the net proceeds of the Rights Issue exceed EUR 4.5 million. The net proceeds of the Rights Issue exceed such threshold.
The Board of Directors of Ixonos will approve the subscriptions in accordance with the terms and conditions of the Rights Issue on 10 December 2013.
The shareholders and other investors that have used their right in the secondary subscription will be sent a confirmation letter on or about 11 December 2013, stating the number of shares to be distributed to such shareholder on the basis of the secondary subscription.
”I wish to thank our shareholders for their trust and for participating in the rights issue. The proceeds of the offering will be used to strengthen the company's balance sheet and to create conditions enabling us to implement our new strategy”, comments Esa Harju, Chief Executive Officer of Ixonos.
Trading in the interim shares, representing the shares subscribed for with subscription rights, will commence on NASDAQ OMX Helsinki Ltd. today, 4 December 2013. Ixonos will announce the final result of the Rights Issue on 10 December 2013, following the approval of subscriptions by the Board of Directors. All shares subscribed for in the Rights Issue will be registered in the Finnish Trade Register on or about 11 December 2013 following which the interim shares will be combined with Ixonos's existing class of shares on or about 11 December 2013. The new shares will be subject to public trading on the official list of NASDAQ OMX Helsinki Ltd. together with the other Ixonos shares starting on or about 12 December 2013.
Ixonos has on 8 October 2013 announced its plan to raise, in addition to the Rights Issue, up to EUR 3.5 million by issuing shares in a directed share issue ("Directed Share Issue") or option rights or other special rights entitling to shares that are set out in Chapter 10, Section 1 of the Companies Act ("Options or Other Special Rights"). Ixonos continues its preparations concerning a Directed Share Issue and an issue of Options or Other Special Rights within the frames set by the Board authorisation following the Rights Issue.
Pohjola Corporate Finance Ltd is the lead manager of the Rights Issue.
Helsinki, 4 December 2013
IXONOS OYJ
The Board of Directors
Additional Information
Esa Harju, CEO and President, tel. +358 40 844 3367, esa.harju@ixonos.com
Teppo Talvinko, CFO, puh. +358 40 7153 660, teppo.talvinko@ixonos.com
Distribution
NASDAQ OMX Helsinki Ltd
www.ixonos.com
DISCLAIMER
The information contained herein is not for publication or distribution, directly or indirectly, in or into the United States, Canada, Australia, Hong Kong, South Africa or Japan. These written materials do not constitute an offer of securities for sale in the United States, nor may the securities be offered or sold in the United States absent registration or an exemption from registration as provided in the U.S. Securities Act of 1933, as amended, and the rules and regulations thereunder. The Company does not intend to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.
The issue, exercise and/or sale of securities in the offering are subject to specific legal or regulatory restrictions in certain jurisdictions. The Company and Pohjola Corporate Finance Oy assume no responsibility in the event there is a violation by any person of such restrictions.
The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction. Investors must neither accept any offer for, nor acquire, any securities to which this document refers, unless they do so on the basis of the information contained in the applicable prospectus published or offering circular distributed by the Company.
The Company has not authorized any offer to the public of securities in any Member State of the European Economic Area other than Finland. With respect to each Member State of the European Economic Area other than Finland and which has implemented the Prospectus Directive (each, a “Relevant Member State”), no action has been undertaken or will be undertaken to make an offer to the public of securities requiring publication of a prospectus in any Relevant Member State. As a result, the securities may only be offered in Relevant Member States (a) to any legal entity which is a qualified investor as defined in the Prospectus Directive; or (b) in any other circumstances falling within Article 3(2) of the Prospectus Directive. For the purposes of this paragraph, the expression an “offer of securities to the public” means the communication in any form and by any means of sufficient information on the terms of the offer and the securities to be offered so as to enable an investor to decide to exercise, purchase or subscribe the securities, as the same may be varied in that Member State by any measure implementing the Prospectus Directive in that Member State and the expression “Prospectus Directive” means Directive 2003/71/EC (and amendments thereto, including the 2010 PD Amending Directive, to the extent implemented in the Relevant Member State), and includes any relevant implementing measure in the Relevant Member State and the expression “2010 PD Amending Directive” means Directive 2010/73/EU.
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