Due to restrictions pursuant to applicable securities laws, the information contained herein is not for release, publication or distribution, directly or indirectly, in whole or in part, in certain jurisdictions.
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THE MATERIALS CONTAINED HEREIN ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, JAPAN, CANADA, HONG KONG, NEW ZEALAND, SINGAPORE, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.
The information contained herein and on the pages that follow does not constitute or form part of any offer of shares, subscription rights, paid subscribed shares (BTA), convertibles or other securities for sale or a solicitation of an offer to purchase shares, subscription rights, paid subscribed shares (BTA), convertibles or other securities in any jurisdiction in which such offers or sales are unlawful. Shares, subscription rights, paid subscribed shares (BTA), convertibles or other securities (together the “Securities”) referred to herein and on the pages that follow have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), or under any securities laws of any state or other jurisdiction of the United State, and may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act and in accordance with the securities legislation in the relevant state or other jurisdiction of the United States. No public offering of the Securities is being made in the United States. Furthermore, the Securities have not been and will not be registered under the applicable securities laws of Australia, Canada, Japan, Hong Kong, New Zealand, Singapore or South Africa, or any other jurisdiction in which it would be unlawful or would require registration or other measures, and therefore may not be offered or sold to or for the account or benefit of any person having a registered address in, or located or resident in, Australia, Canada, Japan, Hong Kong, New Zealand, Singapore or South Africa or any other jurisdiction in which it would be unlawful or would require registration or other measures.
Any offer of the Securities in any member state of the European Economic Area (the “EEA”) (each a “Member State”) (with the exception of Sweden, Denmark, Norway and Finland) will be made pursuant to an exemption under the Regulation (EU) 2017/1129 (together with any related implementing and delegated regulations, the “Prospectus Regulation”) from the requirement to publish a prospectus for offers of securities. As a consequence, the Securities may only be sold in any Member State pursuant to an exemption under the Prospectus Regulation. This portion of the website is directed only at persons in Member States of the EEA other than Sweden, Denmark, Norway and Finland who are “qualified investors” within the meaning of Article 2(e) of the Prospectus Regulation (“Qualified Investors”).
In the United Kingdom, this information is directed only at, and communicated only to, persons who are qualified investors within the meaning of of Article 2(e) of the Prospectus Regulation (as it forms part of domestic law in the United Kingdom) who are (i) persons who fall within the definition of "investment professional" in article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), or (ii) persons who fall within article 49(2)(a) to (d) of the Order, or (iii) persons to whom it may otherwise be lawfully communicated (all such persons referred to in (i), (ii) and (iii) above together being referred to as "Relevant Persons"). The Securities in the Company are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such Securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on the information on this part of the website.
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While Fingerprint Cards AB (publ) believes that the information posted on the following pages is accurate and complete as of the posted date, and while Fingerprint Cards AB (publ) may post new information from time to time, Fingerprint Cards AB (publ) does not assume any obligation to update or correct such information and explicitly disclaims any duty to do so.
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New issue of Convertible Bonds and Rights Issue 2023
Fingerprints intends to issue convertible bonds for a total nominal amount of MSEK 160 (tranche 1) with an option of additional Convertible Bonds with a total nominal amount of MSEK 90 that can be exercised under certain conditions and if the Company so wishes (tranche 2). The Company has further resolved on a fully guaranteed rights issue of B-shares of approximately MSEK 180 and a rights issue of A-shares of approximately MSEK 3.4. The subscription period runs from 28 August 2023 – 11 September 2023.
The purpose of the transactions is to enable Fingerprints to finance an early redemption of its outstanding senior secured bond loan 2021/2024 and thereby gain increased financial flexibility with fewer restrictive financial commitments, and a stronger financial position. Thereby, the Fingerprints can focus on its operations and continue to implement its strategic plan with an increased focus on growth segments, improved diversification and increased gross margin as well as to selectively implement smaller acquisitions.
Publication of prospectus
23 August 2023
Record date for the Rights Issue
24 August 2023
Trading in subscription rights entitling to subscription of new B-shares in the Rights Issue
28 August 2023 – 6 September 2023
Subscription period in the Rights Issue
28 August 2023 – 11 September 2023
Trading with BTA in the Rights Issue (refers only to B-shares)
28 August 2023 – 14 September 2023
Expected publication of the outcome in the Rights Issue
13 September 2023
Subscription period for warrants of series 2022:1 and 2022:2
18 August 2023 – 21 September 2023
Record date in the bond redemption
21 September 2023
Redemption of the Company’s Bonds
28 September 2023
Please note that for shareholders whose holding is registered with a custodian or other nominee, subscription for new shares shall be made in accordance with instructions from their custodian or nominee.