Completion of the Offering of 29,500,000 new shares
Not for release, publication, or distribution in Australia, Canada,
Japan or the United States.
Press release from Össur hf.
Reykjavik, 3 November 2009; GMT 07:30
Completion of the Offering of 29,500,000 new shares
The offering (the "Offering") of 29,500,000 new Össur hf. ("Össur")
shares (the "New Shares") has been successfully concluded via an
accelerated bookbuilding.
Reference is also made to stock exchange announcement of 2 November
2009.
The offer price is DKK 5.00 per New Share, raising gross proceeds to
Össur of DKK 148 million. (USD 29 million).
The Offering was made to institutional and other qualified investors
in Denmark and internationally.
Capital increase
The New Shares to be issued in connection with the Offering represent
approximately 7.0% of Össur's registered share capital before the
capital increase and will account for approximately 6.5% of Össur's
registered share capital upon completion of the capital increase.
After the capital increase, the share capital of Össur will consist
of 452,500,000 shares of nominal ISK 1 each, equivalent to a nominal
value of ISK 452,500,000.
Expected timetable
Date of payment against delivery: 6 November 2009
Date of registration of the capital increase in the Icelandic
Register of Enterprises: 6 November 2009
Date for admission for trading and official listing of New Shares
under the existing ISIN code: 9 November 2009
The New Shares will rank pari passu with existing Össur shares. The
New Shares will be registered in the name of the holder in the
company's register of shareholders and be issued and registered with
the Icelandic Securities Depository HF. and VP Securities A/S.
No shares, including the New Shares, carry or will carry any special
rights. The New Shares will be negotiable instruments and will in
every respect carry the same rights as the existing shares. Rights
conferred by the New Shares, including voting rights and dividend
rights, will apply from the time when the capital increase is
registered with the Icelandic Register of Enterprises.
Trading with Icelandic financial instruments is currently subject to
Icelandic Foreign Exchange Rules. The Central Bank of Iceland has
granted exemptions to the rules allowing certain transfers of and
trade in Össur shares. Investors domiciled outside Iceland will, in
general, be able to trade the New Shares freely on the Danish market.
More detailed information on the possibilities to transfer and trade
Össur shares can be found on Össur's website:
www.ossur.com/investors.
Further information can be found on Ossur's website:
www.ossur.com/investors.
Össur contacts:
Jon Sigurdsson, President & CEO, Tel: +354 515-1300
Hjorleifur Palsson, CFO, Tel: +354 515-1300
Sigurborg Arnarsdottir, IR Manager, Tel: +354 664-1044
Össur (OMX: OSSR) is a global leader in non-invasive orthopaedics
that help people live a life without limitations. Its business is
focused on improving people's mobility through the delivery of
innovative technologies within the fields of braces, supports,
prosthetic limbs and compression therapies. A recognized "Technology
Pioneer", Össur invests significantly in research and product
development; its award-winning designs ensuring a consistently strong
position in the market. Successful patient and clinical outcomes are
further empowered via Össur's educational programs and business
solutions. Headquartered in Iceland, Össur has major operations in
the Americas, Europe and Asia, with additional distributors
worldwide.
*****
This announcement is not an offer for sale of securities in the
United States. Securities may not be offered or sold in the United
States absent registration or an exemption from registration under
the US Securities Act of 1933 as amended. The issuer of the
securities has not registered, and does not intend to register, any
portion of the offering in the United States, and does not intend to
conduct a public offering of securities in the United States.
This announcement is only being distributed to and is only directed
at (i) persons who are outside the United Kingdom or (ii) that are
qualified investors within the meaning of Article 2(1)(e) of
Directive 2003/71/EC ("Prospectus Directive") and that are either (x)
investment professionals falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
205 (the "Order") or (y) high net worth companies, and other persons
to whom it may lawfully be communicated, falling within Article
49(2)(a) to (d) of the Order (all such persons in (i) and (ii) above
together being referred to as "relevant persons"). The New Shares 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.
This announcement is an advertisement and is not a prospectus for the
purposes of the Prospective Directive, together with any applicable
implementing measures in the relevant home Member State under the
Prospectus Directive.
In any EEA Member State that has implemented the Prospective
Directive this communication is only addressed to and is only
directed at qualified investors in that Member State within the
meaning of the Prospectus Directive.
*****
This announcement contains certain forward-looking statements,
including statements about the Company's business and the Offering.
Such forward-looking statements are based on data, assumptions and
estimates that the Company considers to be reasonable. They may
change or be amended owing to uncertainties related to the economic,
financial, competitive and regulatory environment, and market
conditions. In addition, the Company's business activities and its
ability to meet its goals may be adversely affected if one or more of
the risks that are set forth in the summary document that was
prepared in connection with the listing of shares in Össur on NASDAQ
OMX Copenhagen in addition to the section "Risk factors" in the
Company's Annual Report 2008 materialize, or if other risks,
currently unforeseen or considered insignificant, materialize. The
Company does not undertake to meet or give any guarantee that it will
meet its goals. Investors are urged in particular to pay careful
attention to the risk factors described in the summary document that
was prepared in connection with the listing of shares in Össur on
NASDAQ OMX Copenhagen in addition to the section "Risk factors" in
the Company's Annual Report 2008.