ZignSec successfully completes direct issuance of 2,285,717 new shares raising proceeds of approximately SEK 40 million

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, WITHIN OR TO THE UNITED STATES, AUSTRALIA, HONG KONG, JAPAN, CANADA, SWITZERLAND, SOUTH AFRICA, NEW ZEALAND OR IN ANY OTHER JURISDICTION WHERE SUCH RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES. PLEASE REFER TO IMPORTANT INFORMATION AT THE END OF THE PRESS RELEASE.

The Board of Directors of ZignSec AB (publ) (“ZignSec” or the “Company”) has resolved to issue 2,285,717 shares, based on the authorization granted by ZignSec's annual general meeting on 22 May 2020 (the “Directed Share Issue”) and in accordance with the intention to carry out the Directed Share Issue as communicated by the Company yesterday. The subscription price in the Directed Share Issue is SEK 17.50 per share and has been determined through an “accelerated book-building” procedure led by Corpura Fondkommission AB. Through the Directed Share Issue, ZignSec will receive proceeds amounting to approximately SEK 40 million, before deductions for costs related to the Directed Share Issue.

Subscribers in the Directed Share Issue include new and existing well renowned Swedish investors.

The Directed Share Issue will strengthen the Company’s financial position and enable the Company to accelerate investments in its ID verification platform as well as future acquisitions. The Board of Directors has committed to a long-term acquisition strategy.

The reasons for the deviation from the shareholders’ preferential rights are mainly to further diversify the shareholder base among institutional and private investors and at the same time, raise capital in a time-efficient manner. The subscription price per share corresponds to a discount of approximately 5 per cent compared with the volume-weighted average price for the share over a period of 15 trading days up to and including 31 August 2020, which was the last trading day before the Board of Director’s decision on the Directed Share Issue. The Board of Directors’ assessment is that the subscription price in the Directed Share Issue is in accordance with market conditions, since it has been determined through an “accelerated book-building” procedure.

The completion of the Directed Share Issue results in a dilution for existing shareholders of approximately 10 per cent of the number of shares and votes in the Company after completion of the transaction, through an increase in the number of outstanding shares and votes of 2,285,717, from 19,724,250 to 22,009,967. The share capital will increase by approximately SEK 90,583,16 from approximately SEK 781,673.74 to approximately SEK 872,256.90.

ADVISERS

Corpura Fondkommission AB has been appointed Sole Bookrunner, and Eversheds Sutherland Advokatbyrå AB acts as legal counsel to the Company in connection with the Directed Share Issue.

RESPONSIBLE PARTIES

Alexander Albedj, Chairman
Tel: +46 76 221 30 75
[email protected]

Certified Adviser
Eminova Fondkommission AB
+46 8684 211 00
[email protected]

Important information

The release, announcement or distribution of this press release may, in certain jurisdictions, be subject to restrictions. The recipients of this press release in jurisdictions where this press release has been published or distributed shall inform themselves of and follow such restrictions. The recipient of this press release is responsible for using this press release, and the information contained herein, in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in ZignSec in any jurisdiction, neither from ZignSec nor from someone else.

This announcement does not identify or suggest, or purport to identify or suggest, the risks (direct or indirect) that may be associated with an investment in the ZignSec. The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. Corpura Fondkommission AB is acting for ZignSec in connection with the Directed Issue and no one else and will not be responsible to anyone other than ZignSec for providing the protections afforded to its clients nor for giving advice in relation to the Directed Share Issue or any other matter referred to herein.

This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the US Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. 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 information in this press release may not be announced, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, within or into the United States, Australia, Canada, New Zealand, Hong Kong, Japan, Singapore, South Africa, South Korea or in any other jurisdiction where such announcement, publication or distribution of the information would not comply with applicable laws and regulations or where such actions are subject to legal restrictions or would require additional registration or other measures than what is required under Swedish law. Actions taken in violation of this instruction may constitute a crime against applicable securities laws and regulations.

This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (the “Prospectus Regulation”) and has not been approved by any regulatory authority in any jurisdiction. ZignSec has not authorized any offer to the public of shares or rights in any member state of the EEA and no prospectus has been or will be prepared in connection with the Directed Issue. In any EEA Member State, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Regulation.

Cookie Policy

Effective date: January 1, 2020

This notice explains ZignSec’s approach to cookies and other online data collection technologies.

When you visit our websites, use our mobile apps, engage with our online ads or emails, we collect information, using technologies such as cookies, pixel tags (also called web beacons), browser analysis tools and server logs. Each of these technologies is explained below.

1. How We Use Cookies

We use cookies and other online data collection tools for several many different purposes.

Strictly necessary cookies and tags are used by ZignSec to support the basic operations of our websites and apps. They enable core website functions, such as authentication, security, network management and accessibility. You may be able to disable these by changing your browser settings, but this may affect how the website functions.

Performance and operation cookies and tags are used by us and our service providers to manage our websites. These activities may include collecting analytics about visitors to our website and collecting information about website usage. We use the information to compile reports and to help us improve the website. These cookies help us gather data to optimize our website’s performance.

Site experience cookies and tags are used to support your experience and include user-selected options and site navigation aids.

Marketing and personalization cookies are used to enable social sharing and to deliver interest-based ads to you online.

Social media cookies and tags used by us and social media platforms to enable users of the platforms to share content across our sites. We also work with social media platforms to deliver ads to you when you use these platforms. This targeting is done by the platform under its own terms of use.

Advertising cookies and tags used by us, our service providers and third parties to personalize the ads delivered to you on our site and on other sites. These cookies collect data about your online activity and allow ads to be displayed that may be of relevant interest to you. These cookies also record which ads you have seen and whether you engaged with the ad. These cookies help make sure that the ads you see are valuable to you and not repetitive.

While we do not give any personally identifiable information to the third-party advertising companies, we may place third-parties’ cookies and tags when you visit a ZignSec website. This practice allows these third parties to collect information from you using these technologies on our websites. The information they collect is subject to their own privacy policies.

Uses of cookies can vary by country or state. More information is provided in the supplemental privacy notices posted in the Privacy Center or in the relevant website or app.

2. Your Choices

For websites in the United States and Europe, ZignSec provides you with the ability to manage cookies that are not essential to display our website using “Manage Your Cookies” Many ZignSec websites only place marketing, personalization, and advertising cookies if you explicitly accept these cookies by clicking “Accept All Cookies” when you first visit the website. If you have accepted cookies, you adjust your preferences by using this link.

You can manage cookies and delete cookies from ZignSec and other companies using your browser settings. Browsers such as Chrome, Internet Explorer, Firefox and Safari give you the ability to accept, reject or delete cookies. Visit the “help center” for your browser to learn more. Please note that your browser settings are not used to manage Flash or Silverlight cookies. To manage Adobe Flash Cookies, visit the Flash Player help page. To manage Microsoft Silverlight Cookies, visit the Silverlight section of Microsoft’s privacy statement.

You can also take advantage of industry-sponsored programs that allow you to control the way companies advertise to you.

The Network Advertising Initiative (NAI) manages an opt-out program for many third-party advertising companies. You can opt out of being targeted by NAI members by visiting https://www.networkadvertising.org/consumer/opt_out.asp.

On some websites, you may see an AdChoices icon, which may appear on certain targeted ads. You may click on this AdChoices icon to learn more information about the collection and use of your information or to opt-out of such collection in the future. To learn more about the Digital Advertising Alliance Consumer Choice tool, please visit http://optout.aboutads.info.

Additional information on cookies and online advertising choices are offered by:

Adobe Marketing Cloud: If you would like more information on how to remove yourself from the tracking and reporting functions performed for this website by Adobe Marketing Cloud, please visit the Opt-Out page at http://www.adobe.com/privacy/marketing-cloud.html.

Google: For information on how Google Analytics uses data please visit “How Google uses data when you use our partners’ sites or apps,” located at https://www.google.com/policies/privacy/partners.

In most cases, the choices you make are linked to your browser. If you use different browsers or different devices, you will need to set your preferences on each one. Even if you opt-out, you may still receive ads that are not customized for you, unrelated to your browser settings.

Although our websites currently do not have a mechanism to recognize the various web browser Do Not Track signals, we do offer our customers choices to manage their cookie preferences as described in the previous section. To learn more about browser tracking signals and Do Not Track please visit https://allaboutdnt.com/.

Residents of some countries and states have additional privacy rights. Information on these rights is provided in the supplemental privacy notices posted in the Privacy Center.

3. Social Media and other Platforms

Our websites may enable you to interact with us and others via social media platforms. This functionality is enabled using social media cookies and tags. For example, some ZignSec websites allow you to sign in using social media platform credentials. Please read the privacy statements provided by your social media platforms to understand how they use your information and to manage your choices.

We may display interest-based ads to you when you are using social media platforms. These platforms allow us to personalize the ads that we display to you. To enable delivery of these ads, we convert your email address into a unique number. The platforms also convert their user emails into unique numbers using the same process. This allows the records to be matched without any exchange of data elements that can identify you on their own. The platforms perform the matching as a service provider to ZignSec, and they do not retain or use the file that we send them for their own purposes. This process allows the platform to deliver our ads to our customers on the platform. The platforms may gain insights about individuals who respond to the ads we serve.

4. Other Types of Online Data Collection

Our server logs record information about users to our websites. We may use these logs for internal purposes, such as website administration, optimization and security. We may also use the data for fraud-protection, personalization and advertising.

We collect device identifiers and other device-related information, including your device’s advertising ID if available. This information is used to identify the device and authenticate you. We may also use device-related information to associate you with different devices that you may use, including for fraud-protection purposes and to better target advertising. In many cases, you can reset your device’s advertising ID. Both Android and iOS devices enable you to reset your device identifier under the “settings” menu.

5. A Guide to Cookies and Other Technologies

Cookies

Cookies are small text files that websites send to your computer or other internet-connected device to uniquely identify your browser or to store information or settings in your browser. Cookies allow us to recognize you when you return. They also help us provide a customized experience and can enable us to detect certain kinds of fraud.

First-party cookies are those cookies that are placed by ZignSec. These cookies are used by ZignSec and include all the essential cookies.

Third-party cookies are placed by another company, including service providers, social media cookies and third-party advertising companies. Cookies placed by third parties can be read by these third parties when you visit other sites in the advertising network, allowing a profile of your online behavior to be created so that the third party can deliver targeted ads from all its customers.

Flash Cookies and Silverlight Cookies

A Flash Cookie (also known as a Local Stored Object) is a small data file placed on a computer using Adobe Flash technology. A Silverlight Cookie is a small data file placed on a computer using Microsoft’s Silverlight technology. Flash and Silverlight are applications that allow delivery of dynamic content, such as video clips and animation. These cookies are used to personalize and enhance your online experience, deliver dynamic content, and for security purposes. They differ from “regular cookies” in that they are not managed using your browser settings. See Your Choices above for how to manage these types of cookies.

Pixel Tags and Web Beacons

Pixel tags (also called web beacons) are tiny graphic images and small blocks of code placed on website pages, ads, or in emails that allow us to determine whether you have performed a specific action. When you access the pages or you open an email, the tag lets us know you have accessed the web page or opened the email. These tools allow us to measure response to our communications and improve our web pages and promotions.

Server Logs

Server logs record activities on our websites. Other types of logs collect similar information from our apps. These logs record information about the device you use to access our website, your operating system type, browser type, domain and other system settings, as well as the language your system uses and the country and time zone where your device is located. Our logs also record the IP address of the device you use to connect to the Internet. An IP address is a unique identifier that devices require to identify and communicate with each other on the Internet. We may also collect information about the website you were visiting before you came to ZignSec and the website you visit after you leave our site.