The result of Arcam Aktiebolag’s (publ) (“Arcam” or the “Company”) rights issue, for which the subscription period ended on November 9, 2017, indicates that 4,034,116 ordinary shares, corresponding to 98.2 percent of the offered ordinary shares, were subscribed for by exercise of subscription rights. Additionally, applications for subscription without subscription rights of 1,541,367 ordinary shares, corresponding to approximately 37.5 percent of the offered ordinary shares, have been received. Accordingly, the rights issue is fully subscribed. Through the rights issue, Arcam will receive proceeds amounting to approximately MSEK 986 before issue costs.
Those who were registered by Euroclear Sweden AB as shareholders in Arcam on the record date October 19, 2017, had preferential right to subscribe for new ordinary shares in the rights issue. For each share held in Arcam one (1) subscription right was received. Five (5) subscription rights entitled to subscription of one (1) new ordinary share at a subscription price of SEK 240. In addition, subscribers who subscribed for ordinary shares with subscription rights, were offered to subscribe for ordinary shares without subscription rights.
Those who have subscribed for ordinary shares without subscription rights will be allotted shares according to the principles outlined in the prospectus. Notification regarding allocation of ordinary shares to subscribers who have been allotted shares without subscription rights are expected to be distributed on November 17, 2017. Subscribed and allocated ordinary shares shall be paid in cash at the latest on the settlement day, November 21, 2017, in accordance with the instructions on the settlement note. Nominee registered shareholders will receive notification regarding allocation of ordinary shares in accordance with the respective nominee’s procedures. Only those who are allotted ordinary shares will be notified.
Through the rights issue Arcam’s share capital will increase by approximately SEK 4,109,286 to approximately SEK 24,855,873 and the total number of shares will increase by 4,109,286 ordinary shares to 24,855,871 shares, where 24,655,871 comprise of ordinary shares and 200,000 comprise of preference shares of series C, when the rights issue is registered by the Swedish Companies Registration Office.
The new ordinary shares subscribed with subscription rights are expected to start trading on Nasdaq Stockholm on November 21, 2017. New ordinary shares subscribed for without exercise of subscription rights are expected to start trading on Nasdaq Stockholm on November 24, 2017.
Advisors in connection with the rights issue
Söderlind & Co AB is financial advisor to Arcam and Baker McKenzie is legal advisor relating to the Rights Issue.
This announcement is not and does not form a part of any offer for sale of securities. Copies of this announcement are not being made and may not be distributed or sent into the United States, Australia, Canada, New Zealand, Hong Kong, Japan, South Africa or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. 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 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 offering in the United States or to conduct a public offering of securities in the United States.
Any Offering of securities referred to in this announcement will only be made by means of a prospectus. This announcement is not a prospectus for the purposes of Directive 2003/71/EC (together with any applicable implementing measures in any Member State, the “Prospectus Directive”). Investors should not invest in any securities referred to in this announcement except on the basis of information contained in the aforementioned prospectus. In any EEA Member State other than Sweden that has implemented the Prospectus Directive, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Directive, i.e., only to investors who can receive the offer without an approved prospectus in such EEA 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 to 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.
For further information:
Magnus René, CEO and President, Arcam
Cell: +46 702 79 89 99 or +1 781 266 6957
E-mail: magnus [dot] rene [at] arcam [dot] com