NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN THE USA, AUSTRALIA, CANADA, HONG KONG, JAPAN OR SOUTH AFRICA OR
ANY OTHER JURSIDICTION WHERE SUCH PUBLICATION OR DISTRIBUTION IS UNLAWFUL.
Nexstim Plc's Prospectus supplemented -
indicative price range lowered, number of offer shares increased and
subscription period extended
Helsinki, 30 October 2014 at 5.45
The board of directors of Nexstim Plc ("Nexstim" or the "Company") has, on 30
October 2014, resolved to amend the terms and conditions of its initial public
offering ("Offering") published on 13 October 2014 as set out below:
* The maximum number of offer shares that may be issued in the offering
(excluding the additional 431,034 offer shares in case of oversubscription)
is increased to 3,937,007 new shares.
* The indicative price range of the offering is decreased to EUR 6.35-6.40 per
offer share. The offer price may not be higher than EUR 6.40.
* The subscription period for the institutional offering, retail offering in
Finland and retail offering in Sweden is extended until 3 November 2014 at
16:30 Finnish time (15:30 Swedish time).
The Company has drawn up a supplement to the prospectus dated 10 October 2014
regarding the amendments to the terms and conditions of the Offering. The
Finnish Financial Supervisory Authority has, on 29 October 2014, approved the
supplement which is attached in full to this company release.
Following this publication of the supplement to the prospectus, investors
subscribing for offer shares in the Finnish retail offering must pay, when
placing the subscription, an initial subscription price per offer share of EUR
6.40, i.e., the high point of the amended indicative price range.
Nexstim's Certified Adviser under the First North rules is UB Capital Ltd.
Additional information on the Offering is available in the prospectus published
by Nexstim on 13 October 2014, available at www.nexstim.com/IPO.
Revised timetable
Subscription period ends: 3 November 2014
Allocation and the final offer price announced: 4 November 2014
Due date of payment for offer shares in the institutional
offering and Swedish retail offering: 7 November 2014
Offer shares registered with the Finnish Trade Register 13 November 2014
(estimated):
Offer shares delivered, trading in shares commences on Nasdaq
First North Finland and Nasdaq First North Sweden 14 November 2014
(estimated):
Cancellation right
Investors who have subscribed for offer shares before the publication of the
supplement to the prospectus may choose to cancel their subscriptions. The
cancellation right must be exercised within a cancellation period of two Finnish
banking days from the publication of this supplement to the Prospectus, i.e., no
later than on 3 November 2014 at 18:00 Finnish time (17:00 Swedish time).
Cancellations must be filed with the office with which the subscription was
placed. However, subscriptions placed on the website of UB Securities cannot be
cancelled on the website but should be cancelled by contacting UB Securities at
dealing@unitedbankers.fi or telephone +358 (0)9 253 80220.
Where an investor has cancelled their subscription, any subscription price
already paid by that investor will be returned to the bank account of the
investor given by the investor in connection with the subscription. The funds
will be repaid within three local banking days of the cancellation of the
subscription. No interest will be paid on the amounts returned.
For further information please visit www.nexstim.com or contact:
Nexstim +358 40 8615046
Janne Huhtala, Chief Executive Officer janne.huhtala@nexstim.com
UB Capital Ltd +358 (9) 2538 0225
Consilium Strategic Communications +44 (0)20 3709 5700
Mary-Jane Elliott nexstim@consilium-comms.com
Amber Bielecka
Ivar Milligan
Laura Thornton
IMPORTANT NOTICE
This announcement is not a prospectus. The information contained herein does 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
jurisdiction. The Offering is made solely on the basis of the prospectus
approved by the Finnish Financial Supervisory Authority on 10 October 2014 and
passported by way of notification to the Swedish Financial Supervisory
Authority.
This communication is not addressed to the public in any Member State of the
European Economic Area other than Finland and Sweden. With respect to each
Member State of the European Economic Area other than Finland and Sweden (each,
a "Relevant Member State"), no action has been undertaken to date to make an
offer to the public of the securities requiring a publication of a prospectus in
any Relevant Member State. As a result, this communication is only addressed to
and directed at qualified investor in the Relevant Member States in
circumstances not requiring the Company to publish a prospectus for the purposes
of Directive 2003/71/EC (together with any applicable implementing measures in
any Member State).
This announcement is not an offer for sale nor a solicitation of an offer to buy
any securities in the United States or outside the European Economic Area. The
securities referred to in this announcement may not be offered or sold in or
into the United States of America absent registration or an exemption from
registration under the U.S. Securities Act of 1933, as amended. Nexstim has not
registered and will not register any part of its contemplated offering in the
United States nor will it offer any securities to the public in the United
States.
This communication is only being distributed to and is directed only at (i)
persons who are outside the United Kingdom, or (ii) investment professionals
falling within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the "Order") and (iii) high net worth
entities, and other persons to whom it may lawfully be communicated, falling
within Article 49(2) of the Order, and (iv) other persons to whom it may
otherwise lawfully be communicated (all such persons together being referred to
as "relevant persons"). Any investment or investment activity to which this
communication relates will only be available to and will only be engaged in
with, relevant persons. Any person who is not a relevant person should not act
or rely on this document or any of its contents.
Securities in the Company have not been, and will not be, registered under the
applicable securities laws of Australia, Canada, Hong Kong, Japan or South
Africa and may not be offered or sold within Australia, Canada, Japan or South
Africa or to, or for the account or benefit of, citizens or residents of
Australia, Canada, Hong Kong, Japan or South Africa except under circumstances
which will result in full compliance with the applicable laws and regulations
promulgated by the relevant regulatory authorities in effect at the relevant
time.
This announcement contains forward looking statements. These forward looking
statements include statements that are not historical facts and statements
concerning inter alia Nexstim's future revenues, financial position, financial
standing, prospects, growth, strategies and its plans, beliefs and current
expectations in relation to its field of business. By their very nature, forward
looking statements involve inherent risks and uncertainties, since they relate
to events or result from circumstances that may or may not occur in the future,
and therefore they only describe the circumstances prevailing when the statement
is given. Nexstim cautions that forward looking statements or historical facts
do not guarantee future performance and that its true revenues, financial
position and financial standing and the development of the industry may
significantly differ from the forward looking statements presented in this
release. The Company does not intend and does not assume any obligation to
update any forward looking statement contained herein.
ATTACHMENT: Supplement to Nexstim Plc's Prospectus of 10 October 2014
[HUG#1867272]
Nexstim Plc's Prospectus supplemented - indicative price range lowered, number of offer shares increased and subscription period extended
| Source: Nexstim Oyj
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