Incap Corporation Stock Exchange Release 19 November 2020 at 11.15 a.m. EET
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR TO THE UNITED STATES, CANADA, AUSTRALIA, HONG KONG, SOUTH AFRICA, SINGAPORE, JAPAN, NEW ZEALAND OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.
Final results of Incap Corporation’s rights issue
Pursuant to the final results of Incap Corporation’s (the “Company”) rights issue (the “Offering”), a total of 2,487,694 new shares were subscribed for in the Offering, corresponding to approximately 171 per cent of the 1,455,056 offer shares. Therefore, the Offering was oversubscribed.
“With the offering, we sought more power for international growth and consolidation. The oversubscribed offering indicates indeed a strong confidence in our growth strategy. I would like to warmly thank all those who took part in the offering for their interest to make Incap a more significant player in our field,” notes Otto Pukk, CEO of Incap Corporation.
A total of 1,412,168 offer shares were subscribed for by virtue of subscription rights. The remaining 42 888 offer shares, which were subscribed for without subscription rights, were allocated in the secondary subscription in accordance with the terms and conditions of the Offering. The subscription price was EUR 7.50 per offer share, and the Company will raise gross proceeds of approximately EUR 10.9 million in the Offering.
The Board of Directors of the Company approved on 18 November 2020 the subscriptions made by virtue of subscription rights and the secondary subscriptions made by the Company’s shareholders in accordance with the terms and conditions of the Offering. As a result of the Offering, the total number of shares in the Company will increase by 1,455,056 shares from the current 4,365,168 shares to 5,820,224 shares.
Trading with interim shares corresponding to the offer shares subscribed for by virtue of subscription rights on Nasdaq Helsinki Ltd commenced on 17 November 2020. The offer shares subscribed for in the Offering will be registered with the Trade Register and the interim shares will be combined with the existing shares of the Company on or about 20 November 2020.
The offer shares will entitle their holders to possible dividend and other distribution of funds, if any, and to other shareholder rights in the Company after they have been registered with the Finnish Trade Register and recorded in the Company’s shareholder register maintained by Euroclear Finland Oy, on or about 20 November 2020. Trading with the offer shares on Nasdaq Helsinki Ltd is expected to commence on or about 23 November 2020.
UB Securities Ltd acts as the lead manager for the Offering. Castrén & Snellman Attorneys Ltd acts as the legal adviser of the Company in the Offering.
For additional information, please contact:
Otto Pukk, President and CEO, tel. +372 508 0798
Nasdaq Helsinki Ltd
INCAP IN BRIEF
Incap Corporation is a trusted partner and full-service provider in Electronics Manufacturing Services. As a global EMS company Incap supports customers ranging from large multinationals and mid-sized companies to small start-ups in their complete manufacturing value chain. Incap offers state-of-the-art technology backed up by an entrepreneurial culture and highly qualified personnel. The company has operations in Finland, Estonia, India, Slovakia, the UK and Hong Kong and employs approximately 1,300 people. Incap’s share has been listed on Nasdaq Helsinki Ltd stock exchange since 1997.
This release is not an offer for sale of securities in the United States. Securities may not be sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended. The Company does not intend to register any part of the offering in the United States or to conduct a public offering of securities in the United States.
The distribution of this release may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restrictions. The information contained herein is not for publication or distribution, directly or indirectly, in or into the United States, Canada, Australia, Hongkong, South Africa, Singapore, Japan or New Zealand. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. This release is not directed to, and is not intended for distribution to or use by, any person or entity that is a citizen or resident or located in any locality, state, country or other jurisdiction where such distribution, publication, availability or use would be contrary to law or regulation or which would require any registration or licensing within such jurisdiction.
In any EEA Member State, other than Finland, this release is only addressed to and is only directed at qualified investors in that Member State within the meaning of Regulation (EU) 2017/1129 (the “Prospectus Regulation”).
This release is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (iii) 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 together being referred to as “relevant persons”). Any securities mentioned herein 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 release or any of its contents.
This release does not constitute a prospectus as defined in the Prospectus Regulation and as such, does not constitute or form part of and should not be construed as, an offer to sell, or the solicitation or invitation of any offer to buy, acquire or subscribe for, any securities or an inducement to enter into investment activity.
No part of this release, nor the fact of its distribution, should form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. The information contained in this release has not been independently verified. No representation, warranty or undertaking, expressed or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or the opinions contained herein. The Company or any of its respective affiliates, advisors or representatives or any other person, shall have no liability whatsoever (in negligence or otherwise) for any loss however arising from any use of this release or its contents or otherwise arising in connection with this release. Each person must rely on their own examination and analysis of the Company, its subsidiaries, its securities and the transactions, including the merits and risks involved.
The Lead Manager is acting exclusively for the Company and no one else in connection with the Offering. It will not regard any other person as its respective client in relation to the Offering. The Lead Manager will not be responsible to anyone other than the Company for providing the protections afforded to its respective clients nor for giving advice in relation to the Offering or any transaction or arrangement referred to herein.
This release includes “forward-looking statements”. These statements may not be based on historical facts, but are statements about future expectations. When used in this release, the words “aims,” “anticipates,” “assumes,” “believes,” “could,” “estimates,” “expects,” “intends,” “may,” “plans,” “should,” “will,” “would” and similar expressions as they relate to the Company and the transactions identify certain of these forward-looking statements. Other forward-looking statements can be identified in the context in which the statements are made. These forward-looking statements are based on present plans, estimates, projections and expectations and are not guarantees of future performance. They are based on certain expectations, which, even though they seem to be reasonable at present, may turn out to be incorrect. Such forward-looking statements are based on assumptions and are subject to various risks and uncertainties. Readers should not rely on these forward-looking statements. Numerous factors may cause the actual results of operations or financial condition of the Company to differ materially from those expressed or implied in the forward-looking statements. The Company or any of its affiliates, advisors or representatives or any other person undertakes no obligation to review or confirm or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise after the date of this release.