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DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE.
PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
Reference is made to the stock exchange announcement made by Techstep ASA
(“TECH” or the “Company”) on 17 September 2026 regarding notice of extraordinary
general meeting in connection with the rights issue (the “Rights Issue”).
Key information relating to the Rights Issue based on the current plan is set
out below:
Date on which the terms and conditions of the preferential rights issue were
announced: 17 September 2026
Last day of trading in the shares including subscription rights: 8 October 2026
Ex-date: 9 October 2026
Record Date: 12 October 2026
Date of approval: 8 October 2026
Maximum number of new shares: 100,000,000
Subscription price: NOK 1
Ratio preferential rights: Each existing shareholder will be granted approx.
2.8681 subscription rights for every one (1) existing share registered as held
by such existing shareholder as of the record date, rounded down to the nearest
whole subscription right
Subscription ratio: 1:1
Manager: Danske Bank A/S NUF
Will the rights be listed: The Company will apply for listing of the
preferential rights on Euronext Oslo Børs
ISIN for the preferential rights: To be announced when clarified
Other information: The Rights Issue is subject to (i) approval by the
extraordinary general meeting (the “EGM”) and (ii) publication of a prospectus
to be approved by the Norwegian Financial Supervisory Authority.
Further information regarding the Rights Issue will be provided in the
prospectus.
This information is published in accordance with the requirements of the
Continuing Obligations and is subject to disclosure requirements pursuant to
Section 5-12 of the Norwegian Securities Trading Act.
For further information, please contact:
Håvard Haukdal, CFO
+47 48106569
havard.haukdal@techstep.io
About Techstep
Techstep is a mobile and circular technology enabler delivering end-to-end
device lifecycle management to more than 2,100 customers and managing over 3
million devices across Scandinavia, as well as globally through partners. The
company is listed on Euronext Oslo Børs under the ticker TECH.
IMPORTANT INFORMATION
This announcement does not constitute an offer of securities for sale or a
solicitation of an offer to purchase securities of the Company in the United
States or any other jurisdiction. Copies of this document may not be sent to
jurisdictions, or distributed in or sent from jurisdictions, in which such
action is barred or prohibited by law. The securities of the Company may not be
offered or sold in the United States absent registration or an exemption from
registration under the U.S. Securities Act of 1933, as amended (the “U.S.
Securities Act”). The securities of the Company have not been, and will not be,
registered under the U.S. Securities Act. Any sale in the United States of the
securities mentioned in this communication will be made solely to “qualified
institutional buyers” as defined in Rule 144A under the U.S. Securities Act. No
public offering of the securities will be made in the United States.
Any offering of the securities referred to in this announcement will be made by
means of the Prospectus. This announcement is not a prospectus for the purposes
of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14
June 2017 on prospectuses to be published when securities are offered to the
public or admitted to trading on a regulated market, and repealing Directive
2003/71/EC (as amended) as implemented in any EEA Member State (the “Prospectus
Regulation”). Investors should not subscribe for any securities referred to in
this announcement except on the basis of information contained in the
Prospectus. Copies of the Prospectus will, following publication, be available
from the Company’s registered office and, subject to certain exceptions, on the
websites of Danske Bank A/S NUF (the “Manager”).
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, i.e., only to investors who can receive the offer without
an approved prospectus in such EEA Member State. In the United Kingdom, this
communication is only addressed to and is only directed at Qualified Investors
who (i) are investment professionals falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as
amended) (the “Order”) or (ii) are persons falling within Article 49(2)(a) to
(d) of the Order (high net worth companies, unincorporated associations, etc.)
(all such persons together being referred to as “Relevant Persons”). These
materials are directed only at Relevant Persons and must not be acted on or
relied on by persons who are not Relevant Persons. Any investment or investment
activity to which this announcement relates is available only to Relevant
Persons and will be engaged in only with Relevant Persons. Persons distributing
this communication must satisfy themselves that it is lawful to do so.
This document is not for publication or distribution in, directly or indirectly,
the United States, Canada, Australia, the Hong Kong Special Administrative
Region Of The People’s Republic Of China or Japan or Any other jurisdiction in
which such release, publication or distribution would be unlawful, and it does
not constitute an offer or invitation to subscribe for or purchase any
securities in such countries or in any other jurisdiction. In particular, the
document and the information contained herein should not be distributed or
otherwise transmitted into the United States or to publications with a general
circulation in the United States of America.
The Manager is acting for the Company in connection with the Rights Issue and no
one else and will not be responsible to anyone other than the Company for
providing the protections afforded to their respective clients or for providing
advice in relation to the Rights Issue or any transaction or arrangement
referred to in this announcement.
Matters discussed in this announcement may constitute forward-looking
statements. Forward looking statements are statements that are not historical
facts and may be identified by words such as “anticipate”, “believe”,
“continue”, “estimate”, “expect”, “intends”, “may”, “should”, “will” and similar
expressions. The forward-looking statements in this release are based upon
various assumptions, many of which are based, in turn, upon further assumptions.
Although the Company believes that these assumptions were reasonable when made,
these assumptions are inherently subject to significant known and unknown risks,
uncertainties, contingencies and other important factors which are difficult or
impossible to predict and are beyond its control. 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 information, opinions and forward-looking
statements contained in this announcement speak only as at its date and are
subject to change without notice. This announcement is made by and is the
responsibility of, the Company. Neither the Manager nor any of its respective
affiliates makes any representation as to the accuracy or completeness of this
announcement and none of them accepts any responsibility for the contents of
this announcement or any matters referred to herein.
This announcement is for information purposes only and is not to be relied upon
in substitution for the exercise of independent judgment. It is not intended as
investment advice and under no circumstances is it to be used or considered as
an offer to sell, or a solicitation of an offer to buy any securities or a
recommendation to buy or sell any securities of the Company. No reliance may be
placed for any purpose on the information contained in this announcement or its
accuracy, fairness or completeness. Neither the Manager nor any of its
respective affiliates accepts any liability arising from the use of this
announcement.
Kilde
