euro adhoc: SMARTRAC N.V.
Financing, Stock Offerings (IPO)
SMARTRAC N.V.
capital increase successfully placed. First day of trading on 20 July 2006
Disclosure announcement transmitted by euro adhoc. The issuer is responsible for the content of this announcement.
18.07.2006
Amsterdam/Stuttgart, 18 July 2006 - SMARTRAC N.V., a leading RFID manufacturer and supplier of components for contactless credit cards (ePayment) and passports (ePassports), today placed 3.5 million shares from a capital increase as part of its initial public offering. The issue price was EUR 17 per share. The gross proceeds amount to EUR 59.5 million. The company will receive net proceeds of approximately EUR 51 million.
In light of the current situation in the capital markets, the existing shareholders have agreed not to sell any shares. Therefore, the amount of shares placed in the offering has been reduced from 4.0 million to 3.5 million.
In connection therewith, the shares will only be admitted to trading as of tomorrow, Wednesday, 19 July 2006. The first day of trading will now be Thursday, 20 July 2006. Settlement and delivery of the shares will take place on Friday, 21 July 2006. The over-allotment option was not exercised.
SMARTRACs proceeds from the IPO will primarily be used to fund further growth. The focus is on expanding production capacity for components in high-security RFID applications - credit cards, bank cards and passports, all growth areas with high expansion rates.
Around 99 percent of the shares were allocated to international institutional investors. Around one percent of the shares were allocated to retail investors. Retail allocations were made in compliance with the "Principles for the Allotment of Share Issues to Retail Investors" issued on 7 June 2000 by the Commission of Financial Market Experts at the German Federal Ministry of Finance.
The free float amounts to 25.9 percent. Including existing shareholders with stakes of less than 5 percent, the free float amounts to 32.5 percent.
UBS Investment Bank acted as sole global coordinator and bookrunner for the offering.
Trading in SMARTRAC N.V. shares will start on 20 July 2006 under the
trading symbol "SM7" and the ISIN "NL0000186633" in the official
market ("Prime Standard") of the Frankfurt Stock Exchange.About SMARTRAC N.V.
SMARTRAC is a leading supplier of inlays for contactless credit cards (ePayment) and passports with integrated contactless chips (ePassports). The company, which was founded in 2000, is incorporated under Dutch law and has its head office in Amsterdam. SMARTRAC has its main production and R&D center in Bangkok (Thailand), as well as sales offices in Stuttgart and Singapore. Through an agreement with Xytec Solutions (Kulim/Malaysia), in which SMARTRAC holds a 30% stake, the company has exclusive access to proprietary manufacturing equipment. In two product segments - Standard and High Security - SMARTRAC manufactures products for RFID applications in public transport, access control and logistics, as well as in the high-security applications ePayment and ePassport. According to the Companys audited financial statements prepared in accordance with IFRS, SMARTRAC posted sales of EUR 25.2m and EUR 4.9m EBITDA in 2005 (in 2004: EUR 14.7m sales and EUR 3.5m EBITDA). As of 31 December 2005, the company had around 1,100 employees. In the first quarter of 2006, SMARTRAC posted sales of EUR 10.7m and EBITDA of EUR 2.0m. Its workforce expanded to around 1,450 employees.
This press release and the information contained herein is not being issued in the United States of America (the "U.S.") and may not be distributed in the U.S.
This document does not constitute an offer of securities in the U.S. Securities may not be offered or sold in the U.S. absent registration or exemption from registration under the U.S. Securities Act of 1933, as amended. Neither SMARTRAC N.V. nor any selling shareholder intends to register any portion of an offering of securities of SMARTRAC N.V. in the U.S. or to conduct a public offering of securities of SMARTRAC N.V. in the U.S.
This document does not constitute a prospectus within the meaning of Article 652a of the Swiss Code of Obligations or Article 32ff. of the Listing Regulations of the SWX Swiss Exchange. A decision to invest in shares of SMARTRAC N.V. should solely be made on the basis of the securities prospectus published by the company for this purpose.
An investment decision regarding any publicly offered securities of SMARTRAC N.V. should only be made on the basis of the securities prospectus published on 13 July 2006 and available free of charge to eligible investors from UBS Limited (c/o UBS Deutschland AG, Stephanstraße 14-16, 60313 Frankfurt am Main, Germany) or on the SMARTRAC N.V. website at http://www.smartrac-group.com.
This communication is only directed at persons (I) who are outside
the United Kingdom or (II) who have professional experience in
matters relating to investments as defined by Article 19 (5) of the
U.K. Financial Services and Markets Act 2000 (Financial Promotion)
Order 2005 (as amended) (the "Order") or (III) who fall within
Article 49 (2) (a) to (d) of the Order ("high net worth companies,
unincorporated associations etc.") of the Order (all such persons
together being referred to as "Relevant Persons"). Any person who is
not a Relevant Person must not act or rely on this communication or
any of its contents. Any investment or investment activity to which
this communication refers is available only to Relevant Persons and
will be engaged in only with Relevant Persons.end of announcement euro adhoc 18.07.2006 23:59:49
Further inquiry note:
Max Hohenberg
Media Relations SMARTRAC N.V.
Tel: +49 711 6569 2616
Email: max.hohenberg@smartrac-group.com
Branche: Technology
ISIN: NL0000186633
WKN: A0JEHN
Börsen: Frankfurter Wertpapierbörse / admission applied: official
dealing