Cxense ASA: Subsequent Offering – Start of Subscription Period
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Reference is made to previous announcements by Cxense ASA (the "Company") relating to the subsequent offering (the "Subsequent Offering") of up to 208,333 new shares (the "Offer Shares") for gross proceeds of up to NOK 25 million. For further information, including the complete terms and conditions of the Subsequent Offering, please refer to the prospectus from the Company dated 7 July 2016 (the "Prospectus").
The Prospectus is available at www.cxense.com, www.arctic.com and at the offices of Cxense and Arctic Securities AS.
The subscription period for the Subsequent Offering will commence today, 11 July 2016 and expire at 16:30 p.m. CET on 25 July 2016 (the "Subscription Period"). The subscription price in the Subsequent Offering is NOK 120 per Offer Share.
The Company will issue Subscription Rights to Eligible Shareholders, being the Company’s shareholders as of close of trading on 21 June 2016, as registered in the VPS on 23 June 2016 (the “Record Date”), who are not resident in a jurisdiction where such offering would be unlawful, or would (in jurisdictions other than Norway) require any prospectus filing, registration or similar action and who were not allocated shares in the Private Placement (the "Eligible Shareholders"). Transactions in the existing Shares made on or before 21 June 2016, but which have not been registered in the VPS within the Record Date, will be disregarded for the purposes of determining the allocation of Subscription Rights. The Company will look solely to registered holdings in the VPS as of expiry of the Record Date and not possible underlying beneficial ownerships.
For each share recorded as held in the Company as of expiry of the Record Date, each Eligible Shareholder will be entitled to allocation of 0.03784 Subscription Right(s), rounded down to the nearest whole Subscription Right. Each Subscription Right will, subject to applicable securities laws, give the right to subscribe for and be allocated one Offer Share
Over-subscription and subscription without Subscription Rights will be permitted. In the event not all Offer Shares are subscribed for on the basis of Subscription Rights, the remaining Offer Shares will be allocated among Eligible Shareholders who have over-subscribed, other shareholders and/or other investors by the discretion of the Board. The final size, allocation and issuance of the Offer Shares will be subject to formal approval by the Board following expiry of the Subscription Period. The Subscription Rights will not be tradable. Upon expiry of the Subscription Period, the Subscription Rights will expire and have no value.
If an Eligible Shareholder holds Shares registered through a financial intermediary as of expiry of the Record Date, the financial intermediary will customarily give the Eligible Shareholder details of the Subscription Rights to which it will be entitled. The relevant financial intermediary will customarily supply each Eligible Shareholder with this information in accordance with its usual customer relations procedures. Eligible Shareholders holding their interests through a financial intermediary should contact the financial intermediary in order to receive information with respect to the Subsequent Offering. Note that the deadline for doing so might be earlier than 16:30 p.m. CET on 25 July 2016.
The Offer Shares will be listed on Oslo Axess as soon as the share capital increase pertaining to the Subsequent Offering has been registered with the Norwegian Register of Business Enterprises and the Offer Shares have been registered in the VPS under ISIN NO0010671068, which the Company expects will take place on or about 1 August 2016.
Arctic Securities AS is acting as Manager for the Offering.
Investor Relations contact:
Jørgen Loeng, Chief Financial Officer
Mobile: +47 906 60 062
Cxense (pronounced "see-sense") enables the world's leading media, e-commerce and consumer brands to take control of their audience data to deliver more engaging and personalized user experiences. Businesses using Cxense's advanced real-time analytics, data management (DMP), advertising, search and personalization technology gain more engaged users, increased digital revenue and higher sales conversions. Cxense is headquartered in Oslo, Norway, with offices worldwide.
Customers include the Wall Street Journal, USA Today (Gannett), Grupo Clarin, El Pais, Bonnier, Naspers, The Weather Channel, Ebay, The Golf Channel, PGA, NBA, NFL, ABC News, FOX Sports, Singapore Press Holdings, South China Morning Post, AEON, DMM, Rakuten and many more. For more information: www.cxense.com, Twitter: @Cxense. Cxense is listed on the Oslo Stock Exchange with the ticker 'CXENSE.'
This publication is not for distribution, directly or indirectly, in or into the United States, nor is it an offer for sale of or the solicitation of an offer to purchase securities in the United States. Any securities referred to herein have not been registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), and may not be offered or sold in the United States absent registration or pursuant to an exemption from registration under the U.S. Securities Act. Copies of this publication are not being, and may not be, distributed or sent into the United States.