TIDMQPR1V
QPR Software Oyj Stock Exchange Release 19 May 2022 at 16:30
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, HONG
KONG, SOUTH AFRICA, SINGAPORE, JAPAN, NEW ZEALAND OR ANY OTHER
JURISDICTION IN WHICH THE RELEASE OR DISTRIBUTION WOULD BE
UNLAWFUL.
Earlier today on 19 May 2022, QPR Software Plc (the "Company")
announced that it will commence a Rights Offering, in which the
Company issues up to 4,010,458 new shares in the Company (the
"Offer Shares") primarily to the Company's existing shareholders in
proportion to the number of shares they hold in the Company and
secondarily to the Company's existing shareholders and other
investors (the "Offering"). The subscription price is EUR 0.86 per
Offer Share.
The Financial Supervisory Authority has today 19 May 2022
approved the Finnish language EU Recovery prospectus (the
"Prospectus") drawn up in conjunction with the Offering. The
Prospectus will be made available on the Company's website at
www.qpr.com/fi/yritys/merkintaoikeusanti today 19 May 2022. The
Prospectus will also be made available on the website of Evli Plc,
the lead manager of the Offering, at www.evli.com/en/qpr on or
about this day 19 May 2022.
The subscription period for the Offering will commence on 27 May
2022 at 10:00 a.m. Finnish time and expire on 10 June 2022 at 16:30
p.m. Finnish time (the "Subscription Period") (unless the
Subscription Period is extended).
The subscription rights are freely transferable, and they will
be subject to trading on the official list of Nasdaq Helsinki Ltd
from 10:00 a.m. Finnish time on 27 May 2022 to 18:30 p.m. Finnish
time on 6 June 2022 (unless the Subscription Period is extended).
The ISIN code of the subscription rights is FI4000523204 and the
trading symbol is "QPR1VU0122".
The lead manager of the Offering is Evli Plc. The legal adviser
to the Company is Castrén & Snellman Attorneys Ltd and the
communications adviser to the Company is Viestintätoimisto Bravura
Oy.
Further information:
QPR Software Oyj
Jussi Vasama
CEO
Tel. +358 50 380 9893
QPR Software Plc (Nasdaq Helsinki) provides process mining,
performance management and enterprise architecture solutions for
digital transformation, strategy execution, and business process
improvement in over 50 countries. QPR software allows customers to
gain valuable insights for informed decisions that make a
difference.
Dare to improve. www.qpr.com
DISTRIBUTION
Nasdaq Helsinki
Principal media
www.qpr.com
IMPORTANT INFORMATION
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, Hong Kong, 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 for, 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 a
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 potential 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 transactions or arrangements referred to
herein.
This release includes "forward-looking statements". Such
statements are not necessarily based on historical facts, but they
are statements concerning 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 Offering identify certain of these
forward-looking statements. Other forward-looking statements can be
identified from the context in which such statements have been
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 position 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.
(END) Dow Jones Newswires
May 19, 2022 09:30 ET (13:30 GMT)
Copyright (c) 2022 Dow Jones & Company, Inc.
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