Oslo, 21 November 2016 – AINMT AS (AINMT) is contemplating a private placement of new shares with the objective of raising gross proceeds of approximately NOK 500 – 800 million. Access Industries and Rasmussengruppen AS have pre-subscribed for NOK 250 million each in the private placement.
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The decision to conduct a private placement is primarily driven by further growth ambitions in Norway – both in terms of customer acquisition and network infrastructure build-out.
The plan to apply for a listing on Oslo Børs/Oslo Axess, or other regulated market, in 2017, remains firm.
As reported in June this year, AINMT’s fully owned Norwegian operation, ice.net, benefitted from much higher subscriber sales than expected in April and May. Hence, a private placement was completed in June. Subsequently, the sales rate for mobile phone subscriptions has continued to be high throughout both the second and third quarter. Additionally, ice.net completed the migration of the company’s smartphone customers from Telia’s network across to ice.net’s own 4G-only network and IT platform in the third quarter. As a result, ice.net plans to start generating smartphone on-net traffic from Q1 2017.
In the Philippines, AINMT's subsidiary Broadband Everywhere ("BE") has secured additional nationwide spectrum in the 450 MHz band. BE has secured the exclusive right to use 10MHz in the 450 MHz frequency band. Earlier this year AINMT increased its shareholding in BE. Securing the full 2x5MHz (compliant with 3GPP standard) will lead to improved utilisation of the network and better economics.
Indonesian authorities have formally approved the adoption of tech neutrality in the country’s 450 MHz frequency band, where AINMT’s partner PT Sampoerna Telekomunikasi Indonesia (STI) holds 2x7.5 MHz. The decision follows the advice of the Indonesian telecommunication regulatory body, BRTI (Badan Regulasi Telekomunikasi Indonesia), which earlier this year recommended tech neutrality for the 450 MHz frequency to improve internet penetration in Indonesia. The decision to adopt tech neutrality will enable STI to provide a highly improved 4G-only LTE offering to Indonesia’s inhabitants and businesses, which in turn will significantly strengthen the commercial potential of the wireless data network.
The private placement
The private placement comprises 7,143,000 – 11,429,000 new shares at a fixed offer price of NOK 70 per offer share, raising gross proceeds of between NOK 500,010,000 and NOK 800,030,000 (approx. USD 58-93 million). The minimum order amount is set to the NOK amount equivalent to EUR 100,000.
This private placement will correspond to approximately 18.5-26.7% of the share capital of AINMT AS following the completion of the private placement.
Access Industries and Rasmussengruppen AS, have pre-subscribed for offer shares for NOK 250 million each in the private placement. The gross proceeds of the private placement will be invested in shares in AINMT Holdings AB.
The application period commences at 09:00 hours (CET) on 21 November 2016, and ends at 16:30 hours (CET) on 29 November 2016. AINMT AS, at its sole discretion, reserves the right to shorten or extend the application period at any time.
The conditional allocation of shares will be determined on or about 30 November 2016. The final allocation will be resolved by the board of directors of AINMT AS.
Following completion of the private placement, AINMT AS will hold between 33.1 – 35.5% of AINMT Holdings AB.
The completion of the private placement is conditional upon (i) all necessary corporate resolutions being validly made, by AINMT AS and AINMT Holdings AB, including without limitation (a) approval by an extraordinary general meeting of AINMT AS to be held on or about 1 December 2016 of an authorisation to the board of directors to issue the offer shares, (b) approval of the share capital increase and allocation and issue of new shares required for completion of the private placement by the Board of Directors of the Company pursuant to the granted authorisation, (c) approval by the Board of Directors of AINMT Holdings AB of the shares to be issued to AINMT AS, and (d) the approval of the shares to be issued by AINMT Holdings AB to AINMT AS in an extraordinary general meeting of AINMT Holdings AB on or about 1 December 2016; (ii) payment being received for the allocated offer shares and (iii) registration of the share capital increase in AINMT AS pursuant to the private placement in the Norwegian Register of Business Enterprises. The private placement will be cancelled if the conditions are not fulfilled, and may be cancelled by AINMT AS in its sole discretion for any other reason.
Pareto Securities has been appointed as sole lead manager for the private placement.
Subsequent to the completion of the private placement, certain board member(s) and top-management member(s) at AINMT Holdings AB have the intention to purchase shares in AINMT Holdings AB from Access Industries for a minimum of NOK 250 million in total. If the purchase is completed, these shares will be exchanged to AINMT AS shares at the same purchase price, and this transaction increases AINMT AS’s shareholding in AINMT Holdings AB correspondingly.
AINMT AS’s sole purpose is to invest in shares in AINMT Holdings AB. The remaining shares in AINMT Holdings AB are owned by Access Industries through one or more of its holding companies, and by board members, members of management and certain other persons.
AINMT Holdings AB owns 100% of the shares in AINMT Scandinavia Holdings AS and AINMT International Holdings BV, which has significant ownership shares of STI in Indonesia and Broadband Everywhere in the Philippines.
AINMT is an international telecommunications company. Its focus is wireless data communication services, the fastest growing business segment within the telecom sector. Its unique business model, with focus on low frequency bands, allows the company to offer wireless broadband to large geographical areas while maintaining an effective network infrastructure.
Low frequencies have long reach and require fewer base stations to cover large areas. This is a perfect match for rural districts, areas with varied topography and markets with underdeveloped telecommunication infrastructure. Altogether, this allows for high quality wireless data communication at a very low cost per bit. In Norway, where the company owns higher frequency bands, we also offer a full range of mobile services without having legacy networks to maintain and support.
Today, AINMT has license coverage to reach 380 million people worldwide. The company is well established in Scandinavia and has partnerships and 450 MHz frequencies in Indonesia and the Philippines. It is actively pursuing international expansion opportunities, aiming to satisfy the pent-up demand for internet access and data consumption in developing countries.
AINMT's ultimate majority owner is Access Industries, a privately held industrial group with long-term holdings worldwide. Its industrial focus spans four sectors: natural resources and chemicals; media and telecommunications; technology and e-commerce; and real estate.
For further information, please contact:
Johan Michelsen, CFO, AINMT Holdings AB, +47 410 87 000
Endre Aaberg Johansen, Corporate Communications AS, tel: +47 41 61 06 05, email: firstname.lastname@example.org.