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IMPORTANT INFORMATION
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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Important information
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.
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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.
Indicative timeline
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 |
Press releases
230716 - issue of convertible bonds and rights issue
230823 - Publication of prospectus
230905 - Extended subscription period warrants
230913 - Final outcome rights issue
230919 - Convertible bond, tranche 1
Related documents
Interview with Chairman Christian Lagerling on convertible bond and rights issue
Interview with Fingerprints' newly appointed CEO, Adam Philpott
Application forms
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.
Application rights issue (B-shares with subscription right)
Application rights issue (B-shares without subscription right)
Application rights issue (A-shares without subscription right)