Canatu applies for listing of investor warrants on Nasdaq First North Growth Market Finland and publishes a listing document for the investor warrants
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Canatu applies for listing of investor warrants on Nasdaq First North Growth Market Finland and publishes a listing document for the investor warrants
Company release, 23 September 2024 at 9:00 a.m. EEST
Canatu Plc (“Canatu” or the “Company”) applies for 3,364,998 Investor Warrants (as defined below) to be admitted to public trading on Nasdaq First North Growth Market Finland (“First North”) marketplace and publishes a listing document for the investor warrants. The trading code for the Investor Warrants is CANATUIW29 and ISIN code FI4000581269.
The Company was listed on the SPAC segment of the regulated market of Nasdaq Helsinki Ltd in October 2021 (the "IPO"), with a purpose to complete one or more acquisitions (as defined in Nasdaq Helsinki Ltd's Rules for Issuers of Shares) (the "Acquisition"). In connection with the IPO, on 30 September 2021, the Board of Directors of the Company resolved, on the basis of the shareholders' authorisation, to issue special rights pursuant to Chapter 10 of the Companies Act (624/2006, as amended) ("Investor Warrants") so that one Investor Warrant is issued for every three series A shares of the Company, entitling its holder to subscribe for one new series A share with a subscription price of EUR 11.50 per share during the subscription period in accordance with the terms of the Investor Warrants.
The Investor Warrants are issued to Canatu’s shareholders who did not vote against the Acquisition at the Extraordinary General Meeting held on 23 August 2024 and did not submit a request for the redemption of their series A shares to the Company's Board of Directors. The Investor Warrants will be issued to shareholders on the basis of ownership as at the record date of the Investor Warrants. The record date of the Investor Warrants is 30 days after the Extraordinary General Meeting that resolved on the Acquisition, i.e. today 23 September 2024.
The subscription period for the series A shares to be subscribed for with the Investor Warrants begins 30 days after trading in the shares of the Company commences on the First North marketplace, i.e. 17 October 2024, and continues for five years from the beginning of the subscription period. Investor Warrants are freely transferable. The last day of trading in the Investor Warrants is 4 trading days before the end of the subscription period of the Investor Warrants, i.e. on or about 11 October 2029, or on another day decided by Nasdaq Helsinki. If the Company’s Board of Directors decides to require premature acceleration of the Investor Warrants, the Company may decide to apply for delisting 4 trading days prior to closing of such extra subscription period of Investor Warrants or on another day decided by Nasdaq Helsinki.
With Investor Warrants, it is possible to subscribe for series A shares in the Company during the subscription period. The subscriptions will be made in the order decided by the Company’s Board of Directors so that the Investor Warrant holder notifies the share subscription and pays the subscription price. The Company’s Board of Directors will register the share subscriptions in the Trade Register as soon as possible at the end of the subscription period. Instructions on making subscriptions with the Investor Warrants should be obtained from the relevant broker. There are subscription periods four times a year from 1 January to 31 March, 1 April to 30 June, 1 July to 30 September and 1 October to 31 December. Shares subscribed with Investor Warrants provide the same rights as other series A shares in the Company as of the date of registration in the Trade Register. It is not possible to make subscriptions after the last subscription date, 17 October 2029.
The Company’s Board of Directors has the right to require that a shareholder subscribes for series A shares in the Company with Investor Warrants after the day in which the closing price of the series A shares on First North marketplace or on another multilateral trading facility or regulated market in which the series A shares have been admitted to trading on the Company’s application, equals or exceeds EUR 18 for 10 consecutive trading days.
If the Company decides to require using Investor Warrants for subscribing for series A shares in the Company, the Company will publish a release on the decision and an additional subscription period for the Investor Warrants.
Holders of Investor Warrants have 45 days from the date of notification, including the date of notification, to subscribe for the Company’s series A shares at a subscription price of EUR 11.50. Thereafter, unused Investor Warrants expire as worthless so that the remaining Investor Warrants are no longer granted subscription periods. Expired Investor Warrants will be delisted from trading pursuant to the terms of Investor Warrants.
Canatu publishes today a listing document for the Investor Warrants in connection with the listing process. The listing document includes comprehensive information on the Investor Warrants. The listing document will be available on Canatu’s website at https://canatu.com/investors/share-information/warrants-and-option-plans/. Direct link to the document https://canatu.com/wp-content/uploads/2024/09/Sijoittajawarranttien-listausasiakirja-23.9.2024-EN20068625.pdf.
Additional information
Chair of the Board of Directors Timo Ahopelto, tel. +358 400 569 628
CEO Juha Kokkonen, tel. +358 405 430 367
Certified adviser
Carnegie Investment Bank AB (publ), tel. +46 (0)73 856 42 65
About Canatu
Canatu (CANATU, Nasdaq First North, Finland) is a fast-growing deep technology company creating advanced carbon nanotubes (Canatu CNTs), related products, and manufacturing equipment for the semiconductor, automotive, and medical diagnostics industries. Canatu partners with forerunner companies, together transforming products for better tomorrows with nano carbon.
Canatu’s versatile platform technology has broad potential applications. Its current core includes CNT membranes for extreme ultraviolet (EUV) processes in the semiconductor industry, enabling the manufacturing of the most advanced chips, as well as film heaters for advanced driver-assistance systems (ADAS) in the automotive industry. Additionally, electrochemical sensors for medical diagnostics are in the development phase. Canatu’s patented CNT reactors and Dry DepositionTM method yield clean and pristine CNTs. The company operates through two business models: selling CNT products directly, as well as selling CNT reactors and licensing the related technology so that customers can produce CNT products under a limited license.
Headquartered in Finland, Canatu also operates in the US, Japan, and Taiwan. Founded in 2004 as a spin-off from Aalto University’s Nanomaterials Group, Canatu currently has around 130 employees representing over 30 nationalities, with 20 percent holding or pursuing doctorates. Discover more at www.canatu.com and follow us on LinkedIn.
IMPORTANT NOTICE
The publication or distribution of this release may be restricted by law, and persons into whose possession this release or any document or other information referred to herein comes should inform themselves about and observe such restrictions. The information contained herein is not for publication or distribution, in whole or in part, directly or indirectly, in or into the United States, Canada, New Zealand, Australia, Japan, Hong Kong, Singapore, South Africa or any other jurisdiction where such publication or distribution would violate applicable laws or rules or would require additional documents to be completed or registered or require any measure to be undertaken in addition to the requirements under Finnish law. 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 with such jurisdiction.
The information contained herein does not constitute an offer of securities for sale in the United States or anywhere, nor may the securities be offered or sold in the United States, and the information is not intended for distribution in or into the United States or in any other jurisdiction in which such distribution would be prohibited by applicable law. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933 (the “Securities Act”), and may not be offered, sold or delivered within or into the United States, except pursuant to an applicable exemption or in a transaction not subject to the Securities Act.
This release is for information purposes only and does not constitute an offer of or an invitation by or on behalf of Canatu, or any other person, to purchase any securities. 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, does not purport to be full or complete and may be subject to change. 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. Canatu, nor any of its respective affiliates, advisors or representatives or any other person, shall not have any 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.
Canatu has not authorised any offer to the public of securities and this information is only for general information and listing purposes.
This release includes “forward-looking statements” that are based on present plans, estimates, projections and expectations and are not guarantees of future performance. They are based on certain expectations and assumptions, which, even though they seem to be reasonable at present, may turn out to be incorrect. Shareholders should not rely on these forward-looking statements. Numerous factors may cause the actual results of operations or financial condition to differ materially from those expressed or implied in the forward-looking statements. Canatu or any of its respective affiliates, advisors or representatives or any other person does not undertake any 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.
APPENDIX 1 – TERMS AND CONDITIONS OF INVESTOR WARRANTS