Thin Film Electronics ASA has announced a private placement, exempt from registration under the US Securities Act of 1933, in the Company (the "Private Placement") in which several US funds ("Investors") have subscribed for 34,034,653 shares in the Company, at a share price of USD 0.64640 (equalling NOK 5,01 per share) for a total investment of USD 22 million. Upon completion of the Private Placement, the Investors will hold 6.1 % of the shares in the Company. The terms of the subscription is based on the additional issuance of 17,017,326 warrants to the investors as described below.
"The market response to our launch of NFC OpenSense product has been exceptionally strong," says Davor Sutija, CEO, Thinfilm. "This investment will allow significant expansion of our printed logic production in order to meet expected demand for both NFC OpenSense and our EAS products, from current and prospective customers, including Diageo, who showcased the Connected 'Smart Bottle' together with Thinfilm in March 2015. It is an opportunity to significantly scale the Company."
Proceeds from the Private Placement will fund an expansion of Thinfilm's PDPS (printed dopant polysilicon) manufacturing at its facility in San Jose, California. The expansion is slated to increase the facility's capacity for production of EAS and NFC OpenSense tags significantly.
NFC OpenSense tags are thin, flexible tags that can detect whether a product is factory-sealed or has been opened. The tags wirelessly communicate that information, with a globally unique product id, with the tap to an NFC-enabled smartphone or device. Leading brands have engaged Thinfilm in demonstrating applications of the tags in mobile marketing, product security, and supply-chain tracking.
Thinfilm's EAS product is in global roll-out with one of the largest fast fashion retailers, in conjunction with partner Nedap Retail.
Given the Company's desire to attract an additional investor base in the US, it is the Board's view that a private placement is in the Company's best interest.
Following the resolution by the board of directors, the share capital is increased by NOK 3,743,811.83 by the issue of 34,034,653 new shares. Following the completion of the Private Placement, Thinfilm's share capital will be NOK 61,077,484.27, divided into 555,249,857 shares with a nominal value of NOK 0.11 per share.
The allocated shares in the Private Placement will be tradable on the Oslo Stock Exchange immediately after the registration of the capital increase in the Norwegian Register of Business Enterprises, expected to be from 22 June, 2015, through delivery to the Investors of new shares and existing unencumbered shares in the Company borrowed by the Company, the latter from certain existing shareholders. The Company will prepare a listing prospectus.
Pursuant to their subscription in the offering, the Investors will also receive 17,017,326 warrants, each with an exercise price of NOK 6.10. The warrants will be exercisable immediately, and expire in 3 years. The issuance of warrants is subject to the approval of an extraordinary general meeting (EGM) in Thinfilm. An EGM will be called for as soon as practical and will take place on or about 14 July 2015.
Mr. Sutija notes, "Leading US investors are now significant shareholders in Thinfilm. This is a key milestone for the Company and follows our listing on the OTCQX marketplace with Cowen and Company, LLC as our Principal American Liaison. We believe growing the international investor base will benefit the Company and our shareholders as we scale to deliver our vision for the Internet of Everything."
Cowen and Company, LLC has acted as sole Placement Agent in this transaction.
Source and top image: Thin Film Electronics ASA