AINMT AS - Contemplated private placement
Oslo, 6 June 2016 - AINMT AS is contemplating a private placement of new shares with the objective of raising gross proceeds of USD 50 - 70 million. The Board has passed a resolution to work for a listing on Oslo Børs or Oslo Axess, or other regulated market, within 12 months. The decision to conduct a private placement is partly driven by the strong sales momentum in AINMT's Norwegian operation, in addition to increased international ambitions.
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AINMT's fully owned operations run under the brand Ice.net has recently gained a much stronger momentum in subscriber sales than expected. In April and May alone, ice.net's gross subscriber sales totalled more than 50,000. Ice.net will continue to expand its distribution network going forward and focus on disruptive product offerings to subscribers. Ice will also migrate all smartphone customers to its own state-of-the-art 4G network in 2H 2016, enabling the company to reap the benefits of on-net traffic.
In Indonesia, the telecommunication regulatory body, BRTI, has recently stated publicly that it will recommend adopting tech neutrality for the 450 MHz frequency, which AINMT partly owns through local partner Sampoerna Telekomunikasi Indonesia (STI). Tech neutrality means AINMT will be able to build a 4G network in Indonesia. The tech neutrality-decision is pending formal government approval. Following such approval, AINMT expects network swap and commercial launch 4G services in 2H 2016/1Q 2017.
In the Philippines, AINMT together with its local partners are actively working to secure regulatory approval for additional spectrum. A trial network was launched in April 2016, and AINMT expects network roll-out and commercial launch in 2H 2016.
The private placement comprises 5,850,000-8,800,000 offer shares. The final offer price will be set through a bookbuilding process. The minimum order amount is set to the NOK amount equivalent to EUR 100,000. The proceeds from the private placement will be used to capitalise further on the sales momentum in Norway and financing additional growth opportunities in Indonesia. The private placement is directed towards current shareholders and other investors, pursuant to and in compliance with applicable exemptions from the obligation to publish an offering prospectus pursuant to the Norwegian Securities Trading Act. The bookbuilding period commences at 09:00 hours (CEST) on 6 June 2016, and ends at 16:30 hours (CEST) on 17 June 2016. AINMT AS, at its sole discretion, reserves the right to shorten or extend the bookbuilding period at any time.
The allocation of shares will be determined at the end of the subscription period. The final allocation will be resolved by the AINMT AS board of directors. The net proceeds from the Private Placement in AINMT AS will be utilised by the Company to subscribe for an equal amount of new shares in AINMT Holdings AB immediately upon completion of the Private Placement. Following the private placement, AINMT AS will hold 27.3-29.1% of the of the diluted Class A and B share capital in AINMT Holdings AB.
The completion of the Private Placement is conditional upon (i) all necessary corporate resolutions being validly made, by the Company and AINMT Holdings AB, including without limitation (a) approval by the Board of Directors of AINMT AS of the Offer Price and allocation of Offer Shares and the approval of the Board of Directors of AINMT Holdings AB of the shares to be issued to AINMT AS, and (b) approval of the share capital increase and issue of new shares required for completion of the Private Placement by an extraordinary general meeting of the Company on or about 20 June 2016 and 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 20 June 2016; and (ii) registration of the share capital increase in the Company 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 the Company in its sole discretion for any other reason. The share capital increase in AINMT AS pursuant to the private placement is expected to be registered with the Norwegian Registry of Business Enterprises on or about 24 June 2016, following which the new shares will be tradable at the OTC market in Oslo, Norway.
DNB Markets and Pareto Securities have been appointed as joint managers and bookrunners for the private placement.
AINMT AS' sole purpose is to invest in shares in AINMT Holdings AB. AINMT Holdings AB owns 100% of the shares in AINMT Scandinavia Holdings AS and AINMT International Holdings BV, which subsequently owns 34.1% of STI in Indonesia and 33.3% of 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 already well established in Scandinavia and has developed partnerships 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.