EFECTE PLC -- COMPANY ANNOUNCEMENT -- 4 December 2017 at 16:30
Efecte Plc initial public offering oversubscribed - The initial public offering is closed early
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, NEW ZEALAND, AUSTRALIA, HONG KONG, SOUTH AFRICA, SINGAPORE OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.
The Initial Public Offering (the "IPO") of Efecte Plc ("Efecte" or the "Company") has been oversubscribed. In accordance with the terms and conditions of the IPO, it has been decided that the IPO will be discontinued so that the subscription periods for the IPO are closed today, 4 December 2017 at 4.30 p.m. Finnish time.
In the IPO, a maximum of 2,062,623 shares in the Company ("Offer Shares") are offered to private individuals and entities in Finland (the "Public Offering"), institutional investors in Finland and abroad (the "Institutional Offering") and to the Company's personnel and members of the Board of Directors (the "Personnel Offering"). The terms and conditions of the IPO consist of, in addition to the general terms and conditions of the IPO, the special terms and conditions of the Public Offering, the Institutional Offering and the Personnel Offering.
Due to the discontinuation of the subscription period for the IPO, the Board of Directors of the Company will decide on the final number of the Offer Shares and the final allocation of the Offer Shares between the Public Offering, the Institutional Offering and the Personnel Offering, and on the approval of the subscription undertakings, in full or in part, on or about 7 December 2017. The aforementioned information will be published through a company announcement. Recording of the Offer Shares issued in the Public Offering and the Personnel Offering in the book-entry accounts of investors who have made an accepted commitment is commenced on or about 7 December 2017. In the Institutional Offering, the Offer Shares will be ready to be delivered against payment on or about 12 December 2017 through Euroclear Finland Ltd. Trading on the Company's shares is expected to commence at the First North Finland marketplace operated by Nasdaq Helsinki Ltd on or about 8 December 2017.
Further enquiries:
Sakari Suhonen CEO Efecte Plc sakari.suhonen@efecte.com +358 50 384 3576
Hannu Nyman CFO Efecte Plc hannu.nyman@efecte.com +358 50 306 9913
Certified Adviser: Evli Bank Plc, tel +358 9 4766 9926
Efecte Plc
Efecte is a Finnish software company that provides cloud-based service and identity management software solutions, as well as related consultancy services. They simplify and improve the efficiency of managing the services, IT systems and infrastructure in an organization. Measured by number of customers, Efecte is one of the leading software vendors in its field to large, medium-sized and public organizations in Finland and the Nordic countries. The Company was founded in 1998. In addition to Finland, it has operations in Sweden, Denmark, and Germany. Efecte employs around 90 professionals and had a turnover of 8.3 million euros in 2016.
www.efecte.com
DISCLAIMER
The information contained herein is not for publication or distribution, directly or indirectly, in or into the United States, Canada, New Zealand, Australia, Hong Kong, South Africa, Singapore or Japan.
This release does 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. The Company does not intend to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.
The issue, exercise and/or sale of securities in the initial public offering are subject to specific legal or regulatory restrictions in certain jurisdictions. The Company and Evli Bank Plc assume no responsibility in the event there is a violation by any person of such restrictions.
This release contains forward-looking statements including statements concerning the company's strategy, financial position, profitability, result of operations and market data as well as other statements that are not historical facts. Statements which include the words "will", "estimate", "predict", "continue", "anticipate", "presume", "may", "plan", "seek", "become", "aim", "believe", "could" and other similar expressions or their negative forms indicate forward-looking statements, but forward-looking statements are not limited to these expressions. By nature, forward-looking statements involve risks, uncertainties and numerous factors that could result in the actual consequences or results of operations differing materially from projections. Readers should not place undue reliance on these forward-looking statements.
The information contained herein shall not constitute an offer to sell or a 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. Investors must neither accept any offer for, nor acquire, any securities to which this document refers, unless they do so on the basis of the information contained in the applicable prospectus published or offering circular distributed by the Company.
The Company has not authorised any offer to the public of securities in any Member State of the European Economic Area other than Finland. With respect to each Member State of the European Economic Area other than Finland and which has implemented the Prospectus Directive (each, a "Relevant Member State"), no action has been undertaken or will be undertaken to make an offer to the public of securities requiring publication of a prospectus in any Relevant Member State. As a result, the securities may only be offered in Relevant Member States (a) to any legal entity which is a qualified investor as defined in the Prospectus Directive; or (b) in any other circumstances falling within Article 3(2) of the Prospectus Directive. For the purposes of this paragraph, the expression an "offer of securities to the public" means the communication in any form and by any means of sufficient information on the terms of the offer and the securities to be offered so as to enable an investor to decide to exercise, purchase or subscribe for the securities, as the same may be varied by any measure implementing the Prospectus Directive in that Relevant Member State. The expression "Prospectus Directive" refers to Directive 2003/71/EC (as amended, including the 2010 PD Amending Directive, to the extent that it has been implemented in the Relevant Member State), and it includes all relevant implementation measures in the Relevant Member State, and the expression "2010 PD Amending Directive" refers to Directive 2010/73/EC.
This communication is directed only at (i) persons who are outside the United Kingdom or (ii) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") and (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2) 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.
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