Tecan launches an accelerated bookbuilding for the placement of new shares to partly refinance the acquisition of Paramit Corporation

Tecan launches an accelerated bookbuilding for the placement of new shares to partly refinance the acquisition of Paramit Corporation




Tecan launches an accelerated bookbuilding for the placement of new shares to partly refinance the acquisition of Paramit Corporation

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, JAPAN OR AUSTRALIA OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL

Ad hoc announcement pursuant to Article 53 of the SIX Exchange Regulation Listing Rules

Männedorf, Switzerland, 2 September 2021 – Tecan Group Ltd. (“Tecan Group” or “Tecan”, SIX Swiss Exchange: TECN) launches an accelerated bookbuilding for the placement of up to 650,000 new registered shares (the “New Shares”) with a par value of CHF 0.10 per share (the “Share Placement”).

The net proceeds from the Share Placement will be used to partly refinance the USD 1.0 billion (CHF 920 million) acquisition of Paramit Corporation, a leading OEM developer and manufacturer of medical devices and life science instruments, that was announced on 23 June 2021 (the “Acquisition”). On 2 August 2021, Tecan announced that it has successfully completed the Acquisition. As previously communicated, Tecan intends to refinance the remaining part of the Acquisition through a mix of cash on hand and a bond offering, subject to market conditions.

The New Shares, corresponding to up to approx. 5.4% of Tecan’s currently issued, registered share capital, will be issued from Tecan’s existing authorised share capital. The Share Placement excludes subscription rights for existing shareholders. The New Shares will be offered exclusively to professional clients in Switzerland, qualified investors outside of Switzerland and the United States pursuant to Regulation S of the U.S. Securities Act and qualified institutional buyers in the United States pursuant to Rule 144A of the U.S. Securities Act. The issue price of the New Shares (the “Issue Price”) will be determined in an accelerated bookbuilding process, which will start immediately. The Issue Price as well as the number of New Shares to be issued will be announced upon completion of the bookbuilding process, expected prior to market opening on or around 3 September 2021.

The New Shares are expected to be listed and admitted to trading on SIX Swiss Exchange on 7 September 2021. Payment and settlement is expected to take place on 7 September 2021. The New Shares will rank pari passu with the existing shares.

In connection with the Share Placement Tecan agreed to a 180-day lock-up period after the listing of the New Shares, subject to certain customary exceptions.

Certain risk factors relating to Tecan and the Acquisition are available on Tecan’s website: https://www.tecan.com/investor-overview

About Tecan
Tecan (www.tecan.com) is a leading global provider of laboratory instruments and solutions in biopharmaceuticals, forensics and clinical diagnostics. The company specializes in the development, production and distribution of automation solutions for laboratories in the life sciences sector. Its clients include pharmaceutical and biotechnology companies, university research departments, forensic and diagnostic laboratories. As an original equipment manufacturer (OEM), Tecan is also a leader in developing and manufacturing OEM instruments and components that are then distributed by partner companies. Founded in Switzerland in 1980, the company has manufacturing, research and development sites in both Europe and North America and maintains a sales and service network in 52 countries. In 2020, Tecan generated sales of CHF 731 million (USD 778 million; EUR 683 million). Registered shares of Tecan Group are traded on the SIX Swiss Exchange (TECN; ISIN CH0012100191).

For further information:

Tecan Group
Martin Braendle
Senior Vice President, Corporate Communications & IR
Tel. +41 (0) 44 922 84 30
Fax +41 (0) 44 922 88 89
investor@tecan.com
www.tecan.com

This document is not an offer to sell or a solicitation of offers to purchase or subscribe for shares. This document is not a prospectus within the meaning of Article 35 et seqq. or 69 of the Swiss Federal Act on Financial Services and not a prospectus under any other applicable laws. The offer and listing of the Securities will be made without the publication of a prospectus in reliance on the exemptions provided in article 36 paragraph 1 letter a and article 38 paragraph 1 letter a of the Financial Services Act. Copies of this document may not be sent to jurisdictions, or distributed in or sent from jurisdictions, in which this is barred or prohibited by law. The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, in any jurisdiction in which such offer or solicitation would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any jurisdiction.
This document is not for publication or distribution in the United States of America (including its territories and possessions, any State of the United States and the District of Columbia), Canada, Australia or Japan or any other jurisdiction into which the same would be unlawful. This document does not constitute an offer or invitation to subscribe for or purchase any securities into the United State or in such countries or in any other jurisdiction into which the same would be unlawful. In particular, the document and the information contained herein should not be distributed or otherwise transmitted into the United States of America or to publications with a general circulation in the United States of America. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or the laws of any state, and may not be offered or sold in the United States of America absent registration under or an exemption from registration under the Securities Act. There will be no public offering of the securities in the United States of America.
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