Helsinki, Finland, 2017-06-15 17:14 CEST (GLOBE NEWSWIRE) --
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG OR JAPAN.
With reference to the share offering conducted as an accelerated book-building and announced on 15 June 2017 (the “Offering”), SSH Communications Security Corporation (“SSH” or the “Company”) issues 3,400,000 new shares in the Company (the “Shares”) to institutional and other selected investors. The Offering was conducted as an accelerated book-building procedure carried out by Evli Bank Plc (“Evli”), and the procedure was discontinued due to the target of the Offering being reached on 15 June 2017 at 16:17.
The Company’s board member and shareholder Tatu Ylönen subscribed for 243,500 Shares in the Offering, and the Company’s board member and shareholder Timo Syrjälä subscribed through his controlled company for 728,500 Shares in the Offering.
The terms and conditions of the Offering are attached to this release. The Shares were offered to institutional and other selected investors in deviation from the shareholders’ pre-emptive subscription right. The subscription price was set at EUR 2.05 per Share, amounting to total proceeds of EUR 6,970,000 before commissions and expenses. Of each Share, EUR 0.03 will be recorded as an increase of the share capital and the rest of the subscription price will be recorded in the invested unrestricted equity fund.
The 3,400,000 Shares subscribed in the Offering correspond to approximately 9.8 per cent of all the shares and voting rights in the Company immediately prior to the Offering. Following the Offering, the number of issued and outstanding shares of the Company will be 38,065,583. The Shares are expected to be registered with the Finnish Trade Register on or about 27 June 2017. An application will be made for listing of the Shares on Nasdaq Helsinki Ltd (“Nasdaq Helsinki”). Trading in the Shares on Nasdaq Helsinki is expected to commence on or about 28 June 2017. The Shares are expected to be entered into the book-entry accounts of investors on or about 27 June 2017.
The Offering is managed by Evli as the Lead Manager and the Sole Bookrunner. Castrén & Snellman Attorneys Ltd acts as the Company’s legal adviser.
Helsinki, 15 June 2017
SSH Communications Security Corporation
Board of Directors
For further information:
Helena Kukkonen, CFO, tel. +358 40 835 3440
Distribution:
Nasdaq Helsinki Ltd.
Major media
www.ssh.com
About SSH Communications Security
SSH Communications Security is a leading provider of enterprise cybersecurity solutions that monitor, control, and automate trusted access to critical data. The company’s long track record of innovation includes Secure Shell (SSH) - one of the world’s most widely used network security protocols. Customers worldwide trust our flagship Universal SSH Key Manager® and other solutions to manage access, while greatly reducing costs and compliance risks. The Company sells direct through offices in North America, Europe and Asia and through a global network of certified partners. The company’s shares (SSH1V) are quoted on the Nasdaq Helsinki. For more information, visit www.ssh.com.
Disclaimer
The information contained herein shall 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 such jurisdiction.
The information contained herein is not for publication or distribution, directly or indirectly, in or into the United States, Australia, Canada, Hong Kong or Japan. These written materials do not constitute an offer of securities for sale in the United States, nor may the securities be offered or sold in the United States absent registration or an exemption from registration as provided in the U.S. Securities Act of 1933, as amended, and the rules and regulations thereunder. There is no intention to register any portion of the Offering in the United States or to conduct a public offering of securities in the United States.
Members of the public are not eligible to take part in the Offering. This communication is directed (A) in the European Economic Area, only at persons who are qualified investors as defined in article 2(1)(e) of EU directive 2003/71/EC and as implemented in legislation in each of the relevant member states and (B) in the United Kingdom only at qualified investors who are: (i) investment professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) order 2005 (the “Order”), or (ii) persons falling within article 49(2) (“high net worth companies, unincorporated associations, etc”) of the Order (all such persons together being referred to as “relevant persons”). Any investment activity to which this communication relates will only be available to and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.
Evli Bank Plc (“Evli”) acts only for and on behalf of SSH Communications Security Corporation in connection of the Offering. Evli does not hold any other party as its client or cannot be held accountable to advise or indemnify other parties than SSH Communications Security Corporation with regards to the Offering or other matters referred hereto.
APPENDIX: TERMS AND CONDITIONS OF DIRECTED SHARE ISSUE AND INCREASE OF SHARE CAPITAL
