This press release has been published in Swedish and English. In the event of any discrepancy in content between Swedish original text and the English translation, the Swedish original shall prevail.
The subscription period for the rights issue in CDON Group AB (publ) (“CDON Group” or “the Company”) ended on 5 June 2013 and a preliminary summation shows that the rights issue has been fully subscribed. Subscription by exercise of subscription rights preliminarily represents approximately 99,3 per cent of the shares offered and subscription without subscription rights preliminarily represents approximately 29,6 per cent of the shares offered. CDON Group receives approximately SEK 514 million before transaction costs through the rights issue.
Allotment of shares subscribed for without subscription rights will be made in accordance with the principles outlined in the prospectus that has been prepared in connection with the rights issue. Notifications regarding allotment of shares to those who have subscribed for shares without subscription rights will be distributed around 13 June 2013. No notifications will be distributed to those who have not been allotted shares.
Through the rights issue, CDON Group’s share capital increases by SEK 66,342,124 from SEK 133,634,248 to a maximum of SEK 199,976,372 in total, and the number of shares increases with a maximum of 33,171,062 from 66,817,124 to a maximum of 99,988,186.
Last day of trading in the interim share (BTA) is 12 June 2013. Please note that trading in BTA that takes place on 12 June 2013 will be settled on 14 June 2013, i.e. with a payment schedule of two days. The new shares subscribed for by exercise of subscription rights are estimated to be traded on NASDAQ OMX Stockholm from and including 13 June 2013 and the new shares subscribed for without subscription rights are estimated to be traded from and including 19 June 2013. The final outcome of the rights issue is expected to be made public around 13 June 2013.
Financial and legal advisers
Nordea Markets – Investment Banking is financial adviser to CDON Group in connection with the rights issue and Cederquist is legal adviser to CDON Group.
The information in this announcement is such that CDON Group AB (publ) is required to disclose under the Securities Markets Act. This information was released for publication at 13:00 CET on 10 June 2013.
In certain jurisdictions, the publication or distribution of this press release may be subject to restrictions according to law and persons in those jurisdictions where this press release has been published or distributed should inform themselves about and abide by such restrictions. This press release does not contain or constitute an invitation or an offer to acquire, sell, subscribe for or otherwise trade in shares, subscription rights or other securities in CDON Group.
This press release is not directed at persons located in the United States (including its territories and possessions, any state of the United States and the District of Columbia) (the ("United States"), Canada, Australia, Hong Kong, Japan or in any other country where the offer or sale of the subscription rights, interim shares (Sw. betalda tecknade aktier) or new shares is not permitted. This press release may not be announced, published or distributed, directly or indirectly, in or into the United States, Canada, Australia, Hong Kong, Japan or any other country where such action is wholly or partially subject to legal restrictions or where such action would require additional prospectuses, other offer documentation, registrations or other actions in addition to what follows from Swedish law. Nor may the information in this press release be forwarded, reproduced or disclosed in such a manner that contravenes such restrictions or would require such additional prospectuses, other offer documentation, registrations or other actions. Failure to comply with this instruction may result in a violation of the United States Securities Act of 1933, as amended (the "Securities Act") or laws applicable in other jurisdictions.
In addition, if and to the extent that this press release is communicated in any European Economic Area member state that has implemented Directive 2003/71/EC (together with any applicable implementing measures, including Directive 2010/73/EC, in any member state, the "Prospectus Directive"), this press release is only addressed to and directed at persons in that member state who are "qualified investors" within the meaning of the Prospectus Directive and must not be acted on or relied on by other persons in that member state. This press release does not constitute a prospectus within the meaning of the Prospectus Directive or an offer to the public.
In the United Kingdom, this press release is being distributed only to, and is directed only at (i) 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, as amended (the "Financial Promotion Order"), (ii) persons falling within Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Financial Promotion Order, or (iii) other persons to whom it may otherwise be lawfully communicated (all such persons together being referred to as "relevant persons"). This press release is directed only at relevant persons and must not be acted on or relied on by anyone who is not a relevant person.
No subscription rights, interim shares or new shares have been or will be registered under the Securities Act, or with any other securities regulatory authority of any state or other jurisdiction of the United States and may not be offered, sold, resold, transferred, delivered or distributed, directly or indirectly, into or within the United States or on account of such persons other than pursuant to an exemption from, or in a transaction not subject to the registration requirements of the Securities Act, and in compliance with any applicable securities laws of any state or jurisdiction of the United States.