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Stockholm, September 2, 2019 – The Board of Directors of Anoto Group AB (publ) (“Anoto”) has, based on the authorization granted to the board of directors on the annual general meeting on May 17, 2019, resolved on a directed share issue of 17,650,000 shares at a subscription price of SEK 0.85 per share (the “New Issue” ). The subscription price in the New Issue has been determined through an accelerated book-building procedure. The subscription price corresponds to a discount of approximately 8,9 percent against the volume-weighted average price during the 10 trading days prior to the Board's issue decision.
The New Issue has been subscribed for by a number of investors in the financial adviser's contact network. In addition, Perry Ha, board member of Anoto Group, has undertaken to subscribe for 1,095,970 new shares in order to reach full subscription of the above-mentioned share proceeds. All subscribed shares have been allotted. The reasons for the deviation from the shareholders’ preferential rights are to carry out capital raising in a timely and cost-efficient manner and diversify the shareholder base with institutional investors.
“We tried to minimize the size of the offering and tried to minimize the discount even if it meant a smaller issue. Fortunately, we had investors, Swedish financial institutions and family offices who saw value in investing in Anoto”, said Joonhee Won, CEO of Anoto Group.
Through the New Issue, Anoto Group will receive SEK 15 million before issue costs. The New Issue has a dilution effect of approximately 12.8 percent of the share capital after dilution by increasing the number of outstanding shares from 120,612,257 to 138,262,257.
The proceeds will be used to build up our pen inventory, improve our sales and marketing network and to develop a new pen to replace the old Livescribe Echo pen which needs to be replaced due to the unavailability of critical old components.
In order to facilitate the delivery of shares to investors in connection with the New Issue among others Inhye Kim (closely associated person to Joonhee Won, CEO) and the Chairman of the Board of Directors, Jörgen Durban (including closely associated companies) have together lent 5,702,136 shares to Aktieinvest FK AB. The shares will be returned after the New Issue has been registered with the Swedish Companies Registration Office.
G&W Fondkomission has acted as sole bookrunner in the New Issue and Setterwalls Advokatbyrå has acted as legal advisor to the Company.
For further information, please contact:
Joonhee Won, CEO
This information is information that Anoto Group AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, on 2 September 2019, at 07:30 CET.
About Anoto Group
Anoto is a publicly held Swedish technology company known globally for innovation in the area of information-rich patterns and the optical recognition of those patterns. It is a leader in digital writing and drawing solutions, having historically used its proprietary technology to develop smartpens and the related software. These smartpens enrich the daily lives of millions of people around the world. Now Anoto is a cloud based software solution provider based on its patented dot pattern technology which provides a methodology for accumulating digital big data from analogue inputs. Anoto Cloud includes Anoto’s four solutions: KAIT – the world’s first AI solution for offline education; ACE – Anoto’s new and improved enterprise forms solutions; aDNA – Anoto’s secure interactive marketing solution; and Dr. Watson – Anoto’s biometric authentication and security solution. Anoto is traded on the Small Cap list of Nasdaq Stockholm under ANOT.
The announcement or distribution of this press release may, in certain jurisdictions, be subject to restrictions. The recipients of this press release in jurisdictions where this press release has been published or distributed shall inform themselves of and follow such restrictions. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in Anoto in any jurisdiction.
This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the US Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States. The information in this press release may not be announced, published, copied or distributed, directly or indirectly, in whole or in part, within or into the United States, Canada, Japan, South Africa or Australia or in any other jurisdiction where the announcement, publication or distribution of the information would not comply with applicable laws and regulations or would require prospectuses, registration or any other measures than those required by Swedish law. Actions taken in violation of this instruction may constitute a crime against applicable securities laws and regulations.
This press release is not a prospectus for purposes of Regulation (EU) 2017/1129 (the “Prospectus Regulation”) and has not been approved by any regulatory authority in any jurisdiction. Anoto has not authorized any offer to the public of securities in any EEA member state and no prospectus has been or will be prepared in connection with the directed share issue. In any EEA Member State, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Regulation.
In the United Kingdom, this document and any other materials in relation to the securities described herein is only being distributed and directed to, and any investment or investment activity to which this document relates is available only to, and can only be engaged by, “qualified investors” who are (i) persons having professional experience in matters relating to investments and who fall within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”); or (ii) high net worth individuals falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”). In the United Kingdom, any investment or investment activity to which this communication relates is available only to, and will be engaged in only with, relevant persons. Persons who are not relevant persons should not take any action based on this press release nor act or rely on it.
This press release contains forward-looking statements that reflect the Company’s intentions, beliefs, or current expectations about and targets for the Company’s future results of operations, financial condition, liquidity, performance, prospects, anticipated growth, strategies and opportunities and the markets in which the Company operates. Forward-looking statements are statements that are not historical facts and may be identified by words such as “believe”, “expect”, “anticipate”, “intend”, “may”, “plan”, “estimate”, “will”, “should”, “could”, “aim” or “might”, or, in each case, their negative, or similar expressions. The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurances that they will materialize or prove to be correct. Because these statements are based on assumptions or estimates and are subject to risks and uncertainties, the actual results or outcome could differ materially from those set out in the forward-looking statements as a result of many factors. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The Company does not guarantee that the assumptions underlying the forward-looking statements in this press release are free from errors nor does it accept any responsibility for the future accuracy of the opinions expressed in this press release or any obligation to update or revise the statements in this press release to reflect subsequent events. Undue reliance should not be placed on the forward-looking statements in this press release. The information, opinions and forward-looking statements contained in this press release speak only as at its date and are subject to change without notice. The Company does not undertake any obligation to review, update, confirm or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this press release.
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