Detection Technology Plc's share issue and share sale concluded successfully
Detection Technology Plc's share issue and share sale concluded successfully
DETECTION TECHNOLOGY PLC COMPANY ANNOUNCEMENT 13 March 2015 at 3.00 pm
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
THE UNITED STATES, CANADA, AUSTRALIA, HONG KONG, SOUTH AFRICA, SINGAPORE OR
JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE
UNLAWFUL.
Detection Technology Plc's share issue and share sale concluded successfully
The Board of Directors of Detection Technology ("Detection Technology" or the
"Company") and the selling shareholders have decided on 13 March 2015 that the
offering will be executed in full. The offering was oversubscribed. The final
subscription price of the shares has been set at EUR 5.20 in both the
institutional offering and the public offering and EUR 4.68 in the personnel
offering. Detection Technology will receive proceeds from issuing 3,450,000
issue shares of approximately EUR 17.9 million, before taking into account
offering related charges, fees and estimated costs to be paid by the Company.
The offering in brief
* The Board of Directors of Detection Technology and the selling shareholders
decided on 13 March 2015 on the completion of the offering, the number of
the offer shares, and the final subscription price for the offer shares.
* The final subscription price of the shares is EUR 5.20 in both the
institutional offering and the public offering and EUR 4.68 in the personnel
offering.
* The offering was oversubscribed. Investors in the public offering are
allocated 396,054 shares in the Company, investors in the personnel offering
59,333 shares in the Company and investors in the institutional offering are
allocated 6,959,603 shares in the Company, assuming that the over-allotment
option is exercised in full.
* As a result of the offering, the Company has over 500 shareholders and the
number of shares in the Company increases to 12,950,975 shares.
* Following the Offering, Oy G.W.Sohlberg Ab is the largest shareholder with
5,028,530 shares, corresponding to 39 percent of all shares and votes
* Detection Technology receives proceeds of approximately EUR 17.9 million
from the issue of the issue shares, and the selling shareholders receive
proceeds of approximately EUR 17.9 million from the sale of the sale shares
before fees and expenses to be paid in the Offering.
* The shares subscribed for in the offering are expected to be registered with
the Trade Register maintained by the Finnish Patent and Registration Office
on or about 13 March 2015 and trading in the Company's shares will commence
on 16 March 2015 under the share trading code DETEC.
* Participants in the retail offering will be sent a confirmation of accepted
subscriptions on or about 16 March, 2015. Any excess payments made in
connection with the purchase commitments will be returned to investors on or
about 19 March, 2015. If the investor's bank account is in another
financial institution than the subscription place, the refund will be paid
to a Finnish bank account in accordance with the payment schedule of the
financial institutions, approximately no more than two (2) banking days
later.
* The lead manager has entered into a share lending agreement with Oy
G.W.Sohlberg Ab related to the over-allotment option and stabilization of
the offering. In connection with the offering, the lead manager may, within
30 days of the commencement of the trading of the shares on the NASDAQ OMX
First North Finland -marketplace, engage in measures which stabilize,
maintain or otherwise affect the price of the Shares. Any stabilization
measures will be conducted in accordance with the European Commission
Regulation (EC) No 2273/2003 implementing Directive 2003/6/EC of the
European Parliament and of the Council as regards exemptions for buyback
programs and stabilization of financial instruments.
Hannu Martola, President and CEO of Detection Technology Plc
"We are pleased and proud of the strong interest investors have shown towards
Detection Technology and we want to thank everyone who participated in our IPO.
Our new shareholders will enable an even faster implementation of our growth
strategy. We will strengthen the technology base, invest in production capacity
and continue to pursue our international expansion. We look forward to
developing Detection Technology as a listed company together with our existing
and new shareholders."
Andreas Tallberg, Chairman of the Board of Directors of Detection Technology Plc
and President and CEO of main shareholder Oy G.W. Sohlberg Ab
"The IPO of Detection Technology was successful. The recent developments in
capital markets have led investors to be cautious and to choose their investment
targets even more carefully. Under these circumstances, we can be nothing else
than very pleased with the response we received from the markets. Through the
listing, we will continue the determined development of Detection Technology
together with existing and new shareholders."
Nordea Bank Finland Plc acted as the lead manager in the offering and serves
also as the Company's certified advisor under First North rules. Attorneys at
Law Borenius Ltd acted as the legal advisor to the Company in the Offering while
White & Case LLP acted as the legal advisor to the lead manager.
DETECTION TECHNOLOGY PLC.
Board of Directors
Further information:
Detection Technology Plc.
Hannu Martola, President and CEO Andreas Tallberg, Chairman of the Board of
Directors
+358 500 449475 +358 40 7002252
hannu.martola@deetee.com andreas.tallberg@gws.fi
Detection Technology in brief
Detection Technology develops, produces, markets and sells components and
systems for X-ray imaging solutions for medical, security and industrial
applications. The Company operates from Espoo, Oulu, Beijing, Hong Kong and
Boston. In 2014, Detection Technology's net sales totalled EUR 33 million and
the comparable operating profit margin was 12% (the reported operating profit
margin being 9%).
DISTRIBUTION:
NASDAQ OMX Helsinki
Key media
www.deetee.com
DISCLAIMER:
The information contained herein is not for publication or distribution,
directly or indirectly, in or into the United States, Canada, Australia, Hong
Kong, South Africa, Singapore or Japan.
These written materials do 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.
Detection Technology Plc. (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.
Neither the Company nor Nordea Bank Finland Plc assume any responsibility in the
event there is a violation by any person of such restrictions.
The information contained herein shall not constitute an offer to sell or the
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 authorized 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 the securities, as the same may be varied in that Member
State by any measure implementing the Prospectus Directive in that Member State
and the expression "Prospectus Directive" means Directive 2003/71/EC (and
amendments thereto, including the 2010 PD Amending Directive, to the extent
implemented in the Relevant Member State), and includes any relevant
implementing measure in the Relevant Member State and the expression "2010 PD
Amending Directive" means Directive 2010/73/EU.
This communication does not constitute an offer of the securities referred to
herein to the public in the United Kingdom. No prospectus has been or will be
approved in the United Kingdom in respect of the securities referred to herein.
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.
