IDEX Biometrics ASA - Contemplated Private Placement and Amended Terms of Convertible Bond Agreement
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.
Oslo, 16 September 2024.
IDEX Biometrics ASA (the "Company"), a leading provider of advanced fingerprint identification and authentications solutions, has retained Arctic Securities AS as sole manager and bookrunner (the "Manager") to advise on and effect a private placement (the "Private Placement") of new shares in the Company (the "Offer Shares") to raise gross proceeds of NOK 55-65 million.
The net proceeds from the Private Placement will be used to fund the Company's continued commercialization efforts, necessary product development and market development expenses, working capital needs, as well as capital expenditures and other general corporate purposes
The subscription price per Offer Share (the "Offer Price") will be NOK 0.15.
The Company has received pre-indications of interest from Mr Robert Keith to subscribe for USD 1 mill.
The bookbuilding period commences today, 16 September 2024, at 17:15 CEST and ends at 08:00 CEST on 17 September 2024. The bookbuilding period may, at the discretion of the Company and the Manager, close earlier or later and may be cancelled at any time and, consequently, the Company may refrain from completing the Private Placement.
The Private Placement will be directed towards Norwegian and international investors, in each case subject to applicable exemptions from relevant prospectus, filing or other registration requirements. The minimum application and allocation amount in the Private Placement will be the NOK equivalent of EUR 100,000, provided that the Company may, at its sole discretion, allocate an amount below EUR 100,000 to the extent applicable exemptions from relevant prospectus and registration requirements pursuant to applicable regulations, including Regulation (EU) 2017/1129 (the EU Prospectus Regulation) and ancillary regulations, are available.
The Private Placement will be divided into two tranches. Tranche 1 will consist of 101,624,966 Offer Shares (representing approximately 30% of the outstanding shares in the Company) ("Tranche 1" and the "Tranche 1 Offer Shares"). Tranche 2 will consist of up to 331,708,367 Offer Shares ("Tranche 2" and the "Tranche 2 Offer Shares"). Tranche 1 will, in addition to the further conditions described below, be subject to the board of directors (the "Board") being granted a board authorization which can be used to issue the Tranche 1 Offer Shares (the "Board Authorization") by the extraordinary general meeting of the Company to be held on 23 September 2024 ("EGM I"). Tranche 2 will, in addition to the further conditions described below, be subject to approval by an extraordinary general meeting of the Company expected to be held on or about 9 October 2024 ("EGM II"). Allocations of Offer Shares to investors are expected to be split between Tranche 1 and Tranche 2 on a pro rata basis.