The mandatory convertible bond of Cicor Technologies Ltd. ("Cicor"; "Company"; ticker symbol of the registered shares listed on the SIX Swiss Exchange "CICN") in the aggregate principal amount of up to CHF 60.188 million, convertible into shares of the Company, was initially offered to existing shareholders by way of preferential subscription rights to enable them to participate in the offering. The preferential subscription rights could be exercised from January 3, 2022 until January 13, 2022 at 12:00 a.m. (CET) or traded on the SIX Swiss Exchange from January 3, 2022 until January 11, 2022. After the end of the preferential subscription period, bonds in the total nominal amount of CHF 11.923 million were subscribed by shareholders and investors by exercising preferential subscription rights (exercise ratio 27.42%). OEP, which waived the allocation of preferential subscription rights, acquires a share in the issued mandatory convertible bond corresponding to CHF 8.077 million. Thus, an issuance volume of the mandatory convertible bond of CHF 20 million will be issued upon completion.
The net proceeds of the offering are expected to increase Cicor's financial flexibility and strengthen its balance sheet in relation to future acquisitions.
Cicor further has the option to reopen the issuance of the mandatory convertible bond up to a total issue amount of CHF 60.188 million within the next 12 months, depending on the financing needs of the Company. OEP has committed to underwrite further bonds up to the total issue amount for this period. This ensures the possible further issuance of bonds in the amount of up to CHF 60.188 million in case of need.
The mandatory convertible bond is expected to be admitted to provisional trading on the SIX Swiss Exchange on January 20, 2022. Settlement is expected to take place on January 21, 2022. For this purpose, the Company is expected to publish a final prospectus for the issuance of the mandatory convertible bond on January 20, 2022.
Zürcher Kantonalbank acted as paying and conversion agent as well as selling agent and listing agent for the issue. Baker McKenzie Zurich advised Cicor on legal matters.
Cicor Management AG
This publication constitutes neither an offer to sell nor a solicitation to buy securities of Cicor Technologies Ltd (the "Company") and it does not constitute a prospectus or a similar notice within the meaning of articles 35 et seqq. or article 69 the Swiss Financial Services Act. The offer has been made, and listing will be made, solely by means of, and on the basis of, the securities prospectus. An investment decision regarding the publicly offered securities of the Company should only be made on the basis of the securities prospectus. The prospectus is available at www.cicor.com/mcb and printed copies can be ordered free of charge at email@example.com.
This communication is not for distribution in the United States, Canada, Australia or Japan. This communication does not constitute an offer to sell, or the solicitation of an offer to buy, securities in any jurisdiction in which is unlawful to do so. In particular, this communication is not an offer of securities for sale in the United States.
Securities may not be offered or sold in the United States absent registration under the Securities Act of 1933 or an exemption from registration. The securities referred to in this communication have not been and will not be registered under the Securities Act and will not be publicly offered or sold in the United States.
This communication does not constitute an "offer of securities to the public" within the meaning of Regulation 2017/1129 of the European Union (the "Prospectus Regulation") and the Prospectus Regulation as it forms part of domestic law by virtue of the European Union (Withdrawal) Act (the "UK Prospectus Regulation") of the securities referred to in it (the "Securities") in any member state of the European Economic Area (the "EEA") or the United Kingdom (the "UK"), respectively. Any offers of the Securities to persons in the EEA or UK will be made pursuant to an exemption under the Prospectus Regulation or UK Prospectus Regulation, respectively, from the requirement to produce a prospectus for offers of the Securities.
This communication is being distributed only to, and is directed only at (i) persons outside the United Kingdom, (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") or (iii) high net worth entities, and other persons to whom it may otherwise lawfully be communicated, falling within Article 49(2) of the Order (all such persons together being referred to as "Relevant Persons"). Any investment or investment activity to which this communication relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Any person who is not a Relevant Person must not act or rely on this communication or any of its contents.
This communication expressly or implicitly contains certain forward-looking statements concerning the Company and its business. Such statements involve certain known and unknown risks, uncertainties and other factors, which could cause the actual results, financial condition, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The Company is providing this communication as of this date and does not undertake to update any forward-looking statements contained herein as a result of new information, future events or otherwise.