Nets A/S: Stabilisation period begins
(Thomson Reuters ONE) -
Company announcement Nets A/S
No. 7/2016 Lautrupbjerg 10
DK-2750 Ballerup
www.nets.eu
Company Registration no. 37427497
23 September 2016
NOT FOR RELEASE OR DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN
This announcement does not constitute an offering circular and nothing herein
contains an offering of securities.
Stabilisation period begins
With reference to the offering circular published by Nets A/S ("Nets") on 13
September 2016 and company announcement no. 5/2016 dated 23 September 2016
regarding the result of the offering and the admission to trading and official
listing of Nets on Nasdaq Copenhagen A/S (the "Offering"), Nets has received
notification regarding the beginning of the stabilisation period from Deutsche
Bank AG, London Branch, acting as stabilising manager in the Offering. Reference
is made to the attached announcement from Deutsche Bank AG, London Branch.
- Ends -
For additional information, please contact
Nets A/S
Karsten Anker Petersen, Head of Group Communications +45 29 48 78 83
Lars Østmoe, Head of Investor Relations +47 913 47 177
Important notice
This announcement is not an offer to sell or a solicitation of any offer to buy
any securities issued by Nets A/S (the "Company") in any jurisdiction where such
offer or sale would be unlawful and the announcement and the information
contained herein are not for distribution or release, directly or indirectly, in
or into such jurisdictions.
This announcement and the information contained herein are not for distribution
in or into the United States of America. This document does not constitute, or
form part of, an offer to sell, or a solicitation of an offer to purchase, any
securities in the United States. The securities referred to herein have not been
and will not be registered under the U.S. Securities Act of 1933, as amended
(the "Securities Act") and may not be offered or sold within the United States
absent registration or to an exemption from, or in a transaction not subject to,
the registration requirements of the Securities Act. There is no intention to
register any securities referred to herein in the United States or to make a
public offering of the securities in the United States. Any securities sold in
the United States will be sold only to qualified institutional buyers (as
defined in Rule 144A under the Securities Act) in reliance on Rule 144A.
In any member state of the European Economic Area ("EEA Member State"), other
than Denmark, that has implemented Directive 2003/71/EC as amended (together
with any applicable implementing measures in any member State, the "Prospectus
Directive"), this communication is only addressed to and is only directed at
investors in that EEA Member State who fulfil the criteria for exemption from
the obligation to publish an offering memorandum, including qualified investors,
within the meaning of the Prospectus Directive as implemented in each such EEA
Member State.
This announcement is only being distributed to and is only directed at (i)
persons who are outside the United Kingdom or (ii) to investment professionals
falling within Article 19(5) of the U.K. Financial Services and Markets Act
2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth
entities falling within Article 49(2)(a) - (d) of the Order (the persons
described in (i) through (iii) above together being referred to as "relevant
persons"). The securities 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 this document or any of its contents.
In connection with the offering, Deutsche Bank AG, London Branch (the
"Stabilising Manager") (or persons acting on behalf of the Stabilising Manager)
may over-allot securities or effect transactions with a view to supporting the
market price of the securities at a level higher than that which might otherwise
prevail. However, there is no assurance that the Stabilising Manager (or persons
acting on behalf of the Stabilising Manager) will undertake stabilisation. Any
stabilisation action may begin on or after the date of commencement of trading
and official listing of the securities on Nasdaq Copenhagen A/S and, if begun,
may be ended at any time, but it must end no later than 30 days after the date
of commencement of trading and official listing of the securities.
NOT FOR RELEASE OR DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY
OTHER JURISDICTION WHERE THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL
Pre-stabilisation Notice
Deutsche Bank AG, London Branch (Edward Sankey, telephone +44 (0)207 5458000)
hereby gives notice that the Stabilisation Manager named below and its
affiliates may stabilise the offer of the following securities in accordance
with Commission Regulation (EC) 2016/1052 supplementing Regulation (EU) No
596/2014 of the European Parliament and of the Council with regard to regulatory
technical standards for the conditions applicable to buy-back programmes and
stabilisation measures.
+------------------------------------------------------------------------------+
|The securities: |
+--------------------------------------+---------------------------------------+
|Issuer: |Nets A/S |
+--------------------------------------+---------------------------------------+
|Securities: |Ordinary shares (DK0060745370) and |
| |Temporary Purchase Certificates |
| |(DK0060745453) |
+--------------------------------------+---------------------------------------+
|Offering size: |105,000,000 shares of DKK 1 nominal |
| |value each |
+--------------------------------------+---------------------------------------+
|Offer price: |DKK 150 per share |
+--------------------------------------+---------------------------------------+
|Associated securities: |N/A |
+--------------------------------------+---------------------------------------+
|Market: |Nasdaq Copenhagen |
+--------------------------------------+---------------------------------------+
|Ticker: |NETS (ordinary shares) |
| |NETS TEMP (Temporary Purchase |
| |Certificates) |
+--------------------------------------+---------------------------------------+
|Stabilisation: |
+--------------------------------------+---------------------------------------+
|Stabilisation Manager: |Deutsche Bank AG, London Branch |
| |Winchester House |
| |1 Great Winchester Street |
| |London EC2N 2DB |
| |United Kingdom |
+--------------------------------------+---------------------------------------+
|Stabilisation period expected to start|23 September 2016 |
|on: | |
+--------------------------------------+---------------------------------------+
|Stabilisation period expected to end |22 October 2016 |
|no later than: | |
+--------------------------------------+---------------------------------------+
|Maximum size of over-allotment |Up to 15,750,000 shares |
|facility: | |
+--------------------------------------+---------------------------------------+
|Conditions of use of over-allotment |May be exercised in whole or in part by|
|facility: |the Stabilisation Manager, to the |
| |extent permitted by applicable law, at |
| |any time during the period commencing |
| |on 23 September 2016 and ending 30 |
| |calendar days thereafter |
+--------------------------------------+---------------------------------------+
|Overallotment Option: |
+--------------------------------------+---------------------------------------+
|Exercise period: |30 calendar days |
+--------------------------------------+---------------------------------------+
|Conditions of use of overallotment |May be exercised by the Stabilisation |
|option: |Manager, on behalf of the underwriters,|
| |in whole or in part from time to time |
| |solely to cover over-allotments or |
| |short positions in connection with the |
| |offering or stabilisation transactions |
+--------------------------------------+---------------------------------------+
In connection with this offering, the Stabilisation Manager may over-allot the
securities or effect transactions with a view to supporting the market price of
the securities at a level higher than that which might otherwise prevail.
However, there is no assurance that the Stabilisation Manager will take any
stabilisation action and any stabilisation action, if begun, may be ended at any
time.
Important notice
This announcement is for information purposes only and does not constitute or
form part of, and should not be construed as, an invitation or offer to
underwrite, subscribe for or otherwise acquire or dispose of any securities of
the Company in any jurisdiction. The information contained in this announcement
is restricted and is not for release, publication or distribution in or into the
United States, Canada, Australia or Japan or any other jurisdiction in which
such distribution would be unlawful or would require registration or other
measures.
The offer and sale of the shares referred to herein have not been and will not
be registered under the US Securities Act of 1933, as amended (the "Securities
Act"), and the shares may not be offered or sold within the United States or to
U.S. persons absent registration under the Securities Act or an exemption from
registration. There will be no public offer of the securities referred to herein
in the United States. The Securities may not be offered or sold in the United
States except to qualified institutional buyers ("QIBs") as defined in Rule
144A under the Securities Act ("Rule 144A") in reliance on Rule 144A or another
exemption from, or transaction not subject to, the registration requirements of
the Securities Act.
In any member state of the European Economic Area ("EEA Member State"), other
than Denmark, that has implemented Directive 2003/71/EC as amended (together
with any applicable implementing measures in any EEA Member State, the
"Prospectus Directive"), this announcement is only addressed to and is only
directed at investors in that EEA Member State who fulfil the criteria for
exemption from the obligation to publish an offering circular, including
qualified investors within the meaning of the Prospectus Directive.
In the United Kingdom, this announcement and any other materials in relation to
the securities described herein are only being distributed to, and are only
directed at, persons that 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) 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"). Persons who are not relevant persons should not take
any action on the basis of this announcement and should not act or rely on it.
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.
7. Stabilisation_period_begins_(UK):
http://hugin.info/173023/R/2044068/763241.pdf
This announcement is distributed by Nasdaq Corporate Solutions on behalf of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Nets A/S via GlobeNewswire
Unternehmensinformation / Kurzprofil:
Datum: 23.09.2016 - 09:18 Uhr
Sprache: Deutsch
News-ID 496607
Anzahl Zeichen: 15220
contact information:
Town:
Ballerup
Kategorie:
Business News
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