Nets A/S: Completion of the offering and registration of share capital increase
(Thomson Reuters ONE) -
Company announcement Nets A/S
No. 13/2016 Lautrupbjerg 10
DK-2750 Ballerup
www.nets.eu
Company Registration no. 37427497
27 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.
Completion of the offering and registration of share capital increase
With reference to company announcements no. 2/2016 dated 13 September 2016 and
no. 5/2016 dated 23 September 2016, Nets A/S ("Nets") today announces the
completion of its initial public offering and admission to trading and official
listing of Nets on Nasdaq Copenhagen A/S (the "Offering" or the "IPO").
The Offering has today proceeded to completion and the admission to trading and
official listing on Nasdaq Copenhagen today becomes unconditional. The offer
shares allocated to investors in the form of temporary purchase certificates as
described in company announcement no. 5/2016 dated 23 September 2016 have been
settled and in connection herewith, the share capital increase of 36,666,667 new
shares, each with a nominal value of DKK 1, has today been registered with the
Danish Business Authority.
Following the share capital increase, the total nominal share capital of Nets is
DKK 200,000,000, divided into 200,000,000 shares, each with a nominal value of
DKK 1. Each share carries one vote at general meetings. Updated Articles of
Association are available at www.nets.eu.
The shares comprised by the Offering (including the new shares) are delivered in
the form of temporary purchase certificates under the temporary ISIN
(DK0060745453). On 29 September 2016, the temporary purchase certificates will
be automatically exchanged in VP SECURITIES A/S for a corresponding number of
shares in Nets delivered under the permanent ISIN (DK0060745370). The last day
of trading of the temporary purchase certificates will be 27 September 2016 and
the first day of trading of the shares will be 28 September 2016. In connection
with the automatic exchange, the temporary purchase certificates will cease to
exist.
Accordingly, after trading has closed on Nasdaq Copenhagen on 27 September
2016, all future trading in Nets' shares on Nasdaq Copenhagen A/S will continue
and settle under the permanent ISIN DK0060745370 under the symbol "NETS".
Bank syndicate and advisors
Deutsche Bank, Morgan Stanley and Nordea have been appointed to act as Joint
Global Co-ordinators and Joint Bookrunners for the intended IPO. Danske Bank,
DNB Markets, JPMorgan and UBS Investment Bank have been appointed to act as
Joint Bookrunners. Carnegie, OP Corporate Bank, SEB, SpareBank 1 Markets and
Sydbank Markets have been appointed to act as Co-Lead Managers. Lazard & Co.
Limited is acting as financial advisor to Nets.
- 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.
Lazard, which is authorised and regulated by FCA, is acting exclusively for the
Company and no one else in connection with the Offering and will not regard any
other person as its client in relation to the Offering and will not be
responsible to anyone other than the Company for providing the protections
afforded to its clients or for giving advice in relation to the Offering or the
contents of this announcement or any transaction, arrangement or other matter
referred to herein.
13. Completion_of_Offering_(UK):
http://hugin.info/173023/R/2044826/763668.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: 27.09.2016 - 09:51 Uhr
Sprache: Deutsch
News-ID 497149
Anzahl Zeichen: 8665
contact information:
Town:
Ballerup
Kategorie:
Business News
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