Ixonos - Company Announcement

Ixonos' rights issue completed

Helsinki, Finland, 2013-12-04 08:00 CET (GLOBE NEWSWIRE) -- Ixonos Plc         
Stock Exchange Release          4 December 2013 at 09:00 




NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR
INTO THE UNITED STATES, CANADA, AUSTRALIA, HONG KONG, SOUTH AFRICA OR JAPAN OR
ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. 



Ixonos Plc's (“Ixonos”) rights issue (the "Rights Issue") was completed
yesterday. According to the preliminary results, approximately 79.9 per cent of
the maximum amount of shares offered in the Rights Issue (such maximum amount
being 77,526,075 shares) was subscribed for in the primary subscription with
subscription rights and approximately 5.3 per cent in the secondary
subscription without subscription rights. Turret Oy Ab ("Turret") has given an
underwriting commitment to subscribe for shares that are not subscribed for in
the Rights Issue in a maximum amount of EUR 1.0 million. The underwriting
commitment is, however, only used to the extent the ownership of Turret does
not exceed 30 per cent of the voting rights attached to Ixonos' shares. The
number of shares to be subscribed for by virtue of the underwriting commitment
is, based on the preliminary results, 1,986,435 corresponding to approximately
2.6 per cent of the offered shares. Approximately 88 per cent out of the
maximum number of shares offered in the Rights Issue were subscribed for. The
gross proceeds of the Rights Issue amount to approximately EUR 4.8 million. 

Turret has in accordance with its undertaking given on 7 November 2013 informed
that it will not prior to 31 December 2014 require repayment of the short-term
bridge loan granted by it if the net proceeds of the Rights Issue exceed EUR
4.5 million. The net proceeds of the Rights Issue exceed such threshold. 

The Board of Directors of Ixonos will approve the subscriptions in accordance
with the terms and conditions of the Rights Issue on 10 December 2013. 

The shareholders and other investors that have used their right in the
secondary subscription will be sent a confirmation letter on or about 11
December 2013, stating the number of shares to be distributed to such
shareholder on the basis of the secondary subscription. 

”I wish to thank our shareholders for their trust and for participating in the
rights issue. The proceeds of the offering will be used to strengthen the
company's balance sheet and to create conditions enabling us to implement our
new strategy”, comments Esa Harju, Chief Executive Officer of Ixonos. 

Trading in the interim shares, representing the shares subscribed for with
subscription rights, will commence on NASDAQ OMX Helsinki Ltd. today, 4
December 2013. Ixonos will announce the final result of the Rights Issue on 10
December 2013, following the approval of subscriptions by the Board of
Directors. All shares subscribed for in the Rights Issue will be registered in
the Finnish Trade Register on or about 11 December 2013 following which the
interim shares will be combined with Ixonos's existing class of shares on or
about 11 December 2013. The new shares will be subject to public trading on the
official list of NASDAQ OMX Helsinki Ltd. together with the other Ixonos shares
starting on or about 12 December 2013. 

Ixonos has on 8 October 2013 announced its plan to raise, in addition to the
Rights Issue, up to EUR 3.5 million by issuing shares in a directed share issue
("Directed Share Issue") or option rights or other special rights entitling to
shares that are set out in Chapter 10, Section 1 of the Companies Act ("Options
or Other Special Rights"). Ixonos continues its preparations concerning a
Directed Share Issue and an issue of Options or Other Special Rights within the
frames set by the Board authorisation following the Rights Issue. 

Pohjola Corporate Finance Ltd is the lead manager of the Rights Issue.



Helsinki, 4 December 2013

IXONOS OYJ



The Board of Directors



Additional Information

Esa Harju, CEO and President, tel. +358 40 844 3367, esa.harju@ixonos.com

Teppo Talvinko, CFO, puh. +358 40 7153 660, teppo.talvinko@ixonos.com



Distribution

NASDAQ OMX Helsinki Ltd

www.ixonos.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 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. 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 offering are subject to
specific legal or regulatory restrictions in certain jurisdictions. The Company
and Pohjola Corporate Finance Oy assume no 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 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.

Attachments:

Ixonos_rights_issue_completed.pdf