Oslo, 2 December 2016
Reference is made to the stock exchange release from Thin Film Electronics ASA ("Thinfilm" or the "Company") published yesterday regarding the contemplated private placement of shares in the Company.
The Company announces today that it has raised NOK 529 million in gross proceeds through a private placement consisting of 135,200,000 new shares (the "Private Placement"). The subscription price in the Private Placement has been set to NOK 3.91 per share, equivalent to the closing price on the Oslo Stock Exchange yesterday.
ABG Sundal Collier ASA and Arctic Securities AS acted as Joint-Lead Managers and Joint Bookrunners (the "Managers") in the Private Placement, which was carried out as an accelerated book-build after close of trading yesterday. The Private Placement attracted strong interest from existing shareholders as well as new high quality institutional investors.
The new shares allocated in the Private Placement will be issued in two separate tranches. Tranche 1, consisting of 63,700,000 new shares, equivalent to approximately 9.3% of the capital of the Company, will be issued based on an authorisation to the Board of Directors granted by the Company's Annual General Meeting on 10 May 2016 (the "Tranche 1 Shares"). Tranche 2, consisting of 71,500,000 new shares, representing approximately 10.5% of the capital of the Company (the "Tranche 2 Shares"), will be subject to approval by an Extraordinary General Meeting to be held on or about 23 December 2016 (the "EGM").
Notification of allotment in Tranche 1 and conditional allotment in Tranche 2 will be sent to the applicants today by the Managers. The Tranche 1 Shares will be settled through a delivery versus payment transaction on 6 December 2016. The Tranche 2 Shares are expected be issued shortly after the EGM.
Following registration of the new share capital pertaining to Tranche 1, the Company will have an issued share capital of NOK 81,978,502.87 divided into 745,259,117 shares, each with a par value of NOK 0.11. Following and subject to completion of Tranche 2, the Company will have an issued share capital of NOK 89,843,502.87 divided into 816,759,117 shares, each with a par value of NOK 0.11.
For further information, please contact:
Ole Ronny Thorsnes
CFO
Mobile: +47 91 86 66 97
E-mail: ole.thorsnes@thinfilm.no
This information is subject to the disclosure requirements pursuant to Section 5-12 of the Norwegian Securities Trading Act.
About Thin Film Electronics ASA
Thin Film Electronics ASA is a leader in printed electronics and NFC smart packaging solutions. The first to commercialize printed, rewritable memory, the Company today creates printed tags, labels and systems that include memory, sensing, display, and wireless communication - all at a cost-per-function unmatched by conventional electronic technologies. Thin Film's roadmap integrates technology from a strong and growing ecosystem of partners to bring intelligence to everyday items and effectively extend the traditional boundaries of the Internet of Things.
Thin Film Electronics ASA is a publicly listed Norwegian company with headquarters in Oslo, Norway; product development and production in Linköping, Sweden; product development, production, and business development in San Jose, California, USA; and sales offices in the United States, Hong Kong, and Singapore. For more information, visit www.thinfilm.no.
Important information:
The release is not for publication or distribution, in whole or in part directly or indirectly, in or into Australia, Canada, Japan or the United States (including its territories and possessions, any state of the United States and the District of Columbia).
This release is an announcement issued pursuant to legal information obligations, and is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act. It is issued for information purposes only, and does not constitute or form part of any offer or solicitation to purchase or subscribe for securities, in the United States or in any other jurisdiction. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "US Securities Act"). The securities may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the US Securities Act. The Company does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States. Copies of this announcement are not being made and may not be distributed or sent into Australia, Canada, Japan or the United States. The issue, exercise, purchase or sale of subscription rights and the subscription or purchase of shares in the Company are subject to specific legal or regulatory restrictions in certain jurisdictions. Neither the Company nor the Managers assumes any responsibility in the event there is a violation by any person of such restrictions.
The distribution of this release may in certain jurisdictions be restricted by law. Persons into whose possession this release comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. The Managers are acting for the Company and no one else in connection with the Private Placement and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients or for providing advice in relation to the Private Placement and/or any other matter referred to in this release.
Forward-looking statements:
This release and any materials distributed in connection with this release may contain certain forward-looking statements. By their nature, forward-looking statements involve risk and uncertainty because they reflect the Company's current expectations and assumptions as to future events and circumstances that may not prove accurate. A number of material factors could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements.
This information is subject of the disclosure requirements acc. to §5-12 vphl (Norwegian Securities Trading Act)