Publication date

  • November 24, 2016

Tobii announces terms for rights issue

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, HONG KONG, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES.

Tobii AB (publ) (the “Company” or “Tobii”) announced on November 7, 2016, that the Board of Directors had resolved to, subject to the approval by the Extraordinary General Meeting, launch a rights issue for large-scale initiatives on eye tracking in virtual reality and smartphones. Today, Tobii’s Board of Directors announces the final terms and conditions for the rights issue.

Summary

  • Shareholders in Tobii have preferential right to subscribe for one (1) new share per ten (10) existing shares, i.e. an issue ratio of 1:10.
  • The subscription price is SEK 52 per new share, which results in total issue proceeds of approximately SEK 458 million before issue costs, assuming that the rights issue is fully subscribed1).
  • The rights issue is subject to approval by the Extraordinary General Meeting on November 30, 2016.
  • The last day of trading in the Tobii share including the right to participate in the rights issue is November 30, 2016.

Terms and conditions for the rights issue

Those who are registered by Euroclear Sweden AB as shareholders in Tobii on the record date December 2, 2016, have preferential rights to subscribe for new shares in the rights issue. For each share held in Tobii one (1) subscription right is received. Ten (10) subscription rights entitle to subscription of one (1) new share. In addition, investors are offered to subscribe for shares without subscription rights.

If not all shares are subscribed for with support of subscription rights, the Board of Directors will resolve on the allocation of shares subscribed for without subscription rights as follows: firstly, allocation should be completed to those who have applied for subscription and subscribed for shares with support of subscription rights, regardless if the subscriber was a shareholder at the record date or not, and in case of over-subscription, in relation to the number of subscription rights each has exercised in the subscription of shares, and secondly allocation shall be completed to others who have applied for subscription without support from subscription rights and, in case of over-subscription, in relation to the number of shares indicated in each subscription application and in case this cannot be completed, by means of lottery.

The record date of Euroclear Sweden AB for determining which holders of shares are entitled to receive subscription rights is December 2, 2016. The shares are traded including the right to participate in the rights issue up to and including November 30, 2016.

Assuming that the rights issue is fully subscribed, the share capital will be increased by a maximum of SEK 63,962.63 by a new issue of a maximum of 8,814,003 shares. Assuming full subscription, total issue proceeds amount to approximately SEK 458 million before issue costs1).

Subscription of new shares shall be made during the period from and including December 6, 2016, up to and including December 20, 2016. Tobii's Board of Directors has the right to extend the subscription period. Any extension will be published by the Company no later than December 20, 2016.

Shareholders who choose not to participate in the rights issue will have their ownership diluted by approximately 9 per cent, but are able to financially compensate themselves for this dilution by selling their subscription rights.

The rights issue is subject to approval by the Extraordinary General Meeting which will be held on November 30, 2016, at 15:00 a.m. CET at Nalen, Stacken conference room, David Bagares gata 17, Stockholm. Notice of the Extraordinary General Meeting was published on November 7, 2016, and is available on Tobii’s website, www.tobii.com.

Timetable

| November 30, 2016 | Extraordinary General Meeting of Tobii | | ------------------------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | | November 30, 2016 | Last day of trading in the Tobii share including the right to participate in the rights issue | | December 1, 2016 | First day of trading in the Tobii share excluding the right to participate in the rights issue | | December 2, 2016 | Publication of the prospectus | | December 2, 2016 | Record date for the rights issue, that is, shareholders who are registered in the share register on this date will receive subscription rights that allow for participation in the rights issue | | 6 – 16 December 2016 | Trading in subscription rights | | 6 – 20 December 2016 | Subscription period | | 6 – 23 December 2016 | Trading in paid subscribed shares (BTA) | | December 23, 2016 | Announcement of the outcome of the rights issue |

Advisors in connection with the preferential rights issue

Carnegie Investment Bank AB is financial advisor to Tobii and Baker McKenzie is legal advisor in connection with the preferential rights issue.

  1. Under the assumption that 437,000 recently exercised warrants are registered and converted to shares in time to be eligible for participation in the rights issue.

This information is information that Tobii AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out below, on November 24, 2016, at 8:00 a.m. CET.


About Tobii

Tobii is the global leader in eye tracking and pioneer of attention computing. Creating tech for a better future, our technologies and solutions apply to areas such as behavioral studies and research, healthcare, education and training, gaming, extended reality, automotive, and many more. Headquartered in Sweden, Tobii is listed on Nasdaq Stockholm (TOBII). For more information: www.tobii.com.

Publication date

  • November 24, 2016

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About Tobii

Tobii is the global leader in eye tracking and pioneer of attention computing. Creating tech for a better future, our technologies and solutions apply to areas such as behavioral studies and research, healthcare, education and training, gaming, extended reality, automotive, and many more. Headquartered in Sweden, Tobii is listed on Nasdaq Stockholm (TOBII). For more information: www.tobii.com.