NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO
Aiforia Technologies Plc ("Aiforia ") announces the results of its initial public offering (the "Offering").-
The final subscription price was
EUR 5.01 per share in the institutional offering and in the public offering (the "Final Subscription Price"), andEUR 4.51 per share in the personnel offering. -
In the Offering,
Aiforia will issue 5,393,657 new shares (the "New Shares"). The number of New Shares corresponds to approximately 21.3 per cent of the total number ofAiforia 's shares (the "Shares") after the Offering assuming that the Over-Allotment Option (as defined below) is not exercised. Assuming that the Over-Allotment Option will be exercised in full, the Offering consists of in total 5,992,459 Shares, corresponding to 23.1 per cent of the total number of Shares after the Offering. Aiforia has grantedSwedbank AB (publ), who acts as stabilising manager, the right to subscribe for a maximum of 598,802 additional new shares (the "Additional Shares") at the Final Subscription Price solely to cover potential over-allotments in connection with the Offering (the "Over-Allotment Option"). The Over-Allotment Option is exercisable within 30 days from the commencement of trading in the Shares on Nasdaq First North Growth Market Finland ("First North") maintained byNasdaq Helsinki Ltd (which is expected to be the period between10 December 2021 and 8 January 2022).Aiforia 's market capitalisation based on the Final Subscription Price is approximatelyEUR 130 million after the Offering, assuming that the Over-Allotment Option will be exercised in full, and correspondingly approximatelyEUR 127 million assuming that the Over-Allotment Option will not be exercised.Aiforia will receive gross proceeds of approximatelyEUR 30 million from the Offering assuming that the Over-Allotment Option will be exercised in full, and correspondingly approximatelyEUR 27 million assuming that the Over-Allotment Option will not be exercised.-
5,476,876 Shares were allocated to institutional investors in
Finland and, in compliance with applicable laws, internationally outside ofthe United States (the "Institutional Offering"), including the cornerstone investors and assuming that the Over-Allotment Option will be exercised in full. 460,829 Shares were allocated to private individuals and entities inFinland (the "Public Offering"). In addition, 54,754 Shares were allocated in the personnel offering (the "Personnel Offering"). - The commitments given in the Public Offering were accepted in full up to 100 Shares and, exceeding this, approximately 34 per cent of the commitments were accepted. The commitments given in the Personnel Offering were accepted in full.
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The Shares allocated in the Public Offering and in the Personnel Offering are recorded in the book-entry accounts of the investors on or about
10 December 2021 . The Shares allocated in the Institutional Offering are ready to be delivered against payment throughEuroclear Finland Oy on or about14 December 2021 . -
Trading in
Aiforia 's Shares is expected to commence on the First North on or about10 December 2021 . The ISIN code of the Shares is FI4000507934, and the trading code isAIFORIA . -
The total number of
Aiforia 's shares after the Offering will be 25,366,907 assuming that the Over-Allotment Option is not exercised. Assuming that the Over-Allotment Option will be exercised in full, the total number ofAiforia 's shares will be 25,965,709.
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IMPORTANT INFORMATION
Neither this release nor the information contained herein is for publication, distribution or release, in whole or in part, directly or indirectly, in or into
The information contained herein does not constitute, or form part of, an offer to sell or a solicitation of an offer to purchase, any securities in
The issue, exercise and/or sale of securities are subject to specific legal or regulatory restrictions in certain jurisdictions. The Company,
The information contained herein shall not constitute an offer to sell or a solicitation of an offer to purchase or subscribe, 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. With respect to the
This communication is directed only at (i) persons who are outside the
Full terms, conditions and instructions for the Offering are included in the prospectus that has been prepared by the Company in connection with the initial public offering. The Finnish-language prospectus is available on the website of the Company at investors.aiforia.com/fi/listautuminen.
An investor is advised to read the prospectus before making an investment decision to fully understand the risks and rewards associated with the investment. The approval by the
FORWARD-LOOKING STATEMENTS
Certain statements in this release are "forward-looking statements." Forward-looking statements include statements concerning plans, assumptions, projections, objectives, targets, goals, strategies, future events, future revenues or performance, capital expenditures, financing needs, plans or intentions relating to acquisitions, the Company's competitive strengths and weaknesses, plans or goals relating to financial position, future operations and development, its business strategy and the anticipated trends in the industry and the political and legal environment in which it operates and other information that is not historical information. In some instances, they can be identified by the use of forward-looking terminology, including the terms "believes," "intends," "may," "will" or "should" or, in each case, their negative or variations on comparable terminology.
Forward-looking statements in this release are based on assumptions. Forward-looking statements involve inherent risks, uncertainties and assumptions, both general and specific, and the risk exists that the predictions, forecasts, projections, plans and other forward-looking statements will not be achieved. Given these risks, uncertainties and assumptions, you are cautioned not to place undue reliance on such forward-looking statements. Any forward-looking statements contained herein speak only as at the date of this release. Save as required by law, the Company does not intend to, and does not assume any obligation to, update or correct any forward-looking statement contained in this release.
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