Atari announces secondary listing on Nasdaq First North in
Stockholm
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OTHER MEASURES. PLEASE SEE IMPORTANT INFORMATION AT THE END OF THE
PRESS RELEASE.
Atari announces secondary listing on
Nasdaq First North in Stockholm
- Listing to broaden investor base in the
Nordics
- No issuance of new shares – Buyback of existing shares
to facilitate the listing of depositary receipts in
Stockholm
- First day of trading expected on April 25,
2019
Paris, April 5, 2019
– Atari SA (“Atari” or the “Company”) announces that it has
received the conditional approval for a secondary listing of the
Company’s shares on Nasdaq First North Stockholm, the market for
growth companies in the Nordic region. The approval is subject to
completion of customary conditions, mainly that the free float
requirements are met by the first day of trading. The objective of
this listing is to broaden Atari’s shareholder base in a region,
which is home to a large pool of investors familiar with the video
game sector and to a number of successful listed video game
companies. As part of the listing, Atari will also benefit from
increased analyst coverage of the stock and will participate in
investor conferences and roadshows in the region to raise awareness
of the Atari investment story.
This transaction is the listing on the Nasdaq
First North Stockholm of existing shares of Atari SA, through a
depositary receipt program. There will be no new shares issued by
Atari; instead, Atari will repurchase existing shares on the French
market and list depositary receipts in Stockholm. Delivery of the
shares to the depositary is guaranteed by a stock loan agreement
concluded between Ker Ventures and the Company.
Frédéric Chesnais, Chairman and Chief Executive
Officer and main shareholder of the Atari Group, commented: “The
Nordic region has a vibrant ecosystem of thriving video game
companies, which makes Nasdaq First North a good choice for another
listing of Atari’s shares. Atari is an iconic brand in the video
game industry, and we look forward to raising our profile and
broadening our investor base in the region.”
Atari has retained Redeye AB to act as Certified
Adviser and Cirio Advokatbyrå AB as Swedish legal advisors in
connection with the intended listing.
The Company’s Swedish depositary receipts are
expected to start trading on Nasdaq First North Stockholm on April
25, 2019. In connection with the listing, Atari is launching a
retail offering of Swedish Depositary Receipts in an amount of up
to SEK 10 million (c. €1 million) through Nordnet AB in Sweden,
Norway, Denmark and Finland. The subscription period will run from
April 8 – April 21 and the terms and conditions of the retail
offering will be available on Nordnet’s website (www.nordnet.se). A
Company Description in accordance with Nasdaq First North
regulations has been approved by Nasdaq Stockholm AB and will be
published on the Company’s investor relations website
(www.atari-investisseurs.fr).
In order to guarantee the delivery of the
Swedish Depositary Receipts prior to the first day of trading, Ker
Ventures, the holding company of Frédéric Chesnais, has concluded
an interest-free stock loan agreement with the Company covering the
maximum number of shares required. Furthermore, in order to
facilitate the transaction, Atari’s Board of Directors has approved
a share buyback program under the authorization granted by the
Combined General Meeting of September 28, 2018. The maximum
purchase amount under the program is €1,000,000. The Company has
chosen to use an independent service provider for this buyback. A
full description of the share buyback program will be published
separately in accordance with the provisions of article 241-2 of
the AMF’s General Regulation.
Important Information
The information in this announcement is not and
does not form a part of any offer for selling, or a request to
submit an offer to buy or acquire, shares or other securities of
the Company.
This press release are not being made and may
not be distributed or sent into the United States, Australia,
Canada, New Zealand, Hong Kong, Japan, South Africa or any other
jurisdiction in which such distribution would be unlawful or would
require prospectuses, registration or other measures. Failure to
comply with this instruction may result in a violation of
applicable securities laws.
The securities referred to in this announcement
have not been and will not be registered under the U.S. Securities
Act of 1933, as amended (the “Securities Act”), or
any U.S. state securities laws or securities legislation in any
other other state or other jurisdiction in the United
States and accordingly may not be offered or sold in the
United States or to the account or benefit of a U.S. person or a
person in the U.S. other than pursuant to an exemption from the
registration requirements of the Securities Act and in accordance
with securities laws in relevant state or other jurisdiction
in the United States. The Company does not intend to register
any offering in the United States or to conduct a public offering
of securities in the United States.
Any offering of securities will be made pursuant
to applicable exemptions in the Financial Instruments Trading Act
(Sw. lag (1991:980) om handel med finansiella instrument) and the
Directive 2003/71/EC (this Directive, together with all amendments
thereto and applicable implementing measures in the relevant home
Member State under this Directive, is referred to as the
“Prospectus Directive”). Any such offering will be
made by way of private placement and by means of the Company
Description to be prepared by Atari. The Company Description will
not constitute a prospectus for the purpose of the Prospectus
Directive. No prospectus has been or will be prepared by Atari in
relation to the offering pursuant to the Prospectus Directive and
approved by the Financial Supervisory Authority of Sweden (Sw.
Finansinspektionen).
Within such Member States of the European
Economic Area which has implemented the Prospectus Directive (each,
a “Relevant Member State”), no action has been
undertaken as of this date to make an offer to the public of
securities requiring a publication of a prospectus in any Relevant
Member State. As a result hereof, the securities may only be
offered in Relevant Member States to a qualified investor (as
defined in the Prospectus Directive or under applicable law) or
pursuant to another applicable exemption in the Prospectus
Directive. For the purposes hereof, the expression an “offer to the
public of securities” in any Relevant Member State means the
communication, in any form, of sufficient information on the terms
of the offer and the shares to be offered so as to enable an
investor to decide to purchase any securities, as the same may be
varied in a Relevant Member State due to the implementation of the
Prospectus Directive in that Member State.
Matters discussed in this announcement may
constitute forward-looking statements. Forward looking statements
are statements that are not historical facts and may be identified
by words such as “believe”, “expect”, “anticipate”, “intends”,
“estimate”, “will”, “may”, "continue", “should” and similar
expressions. This applies in particular to statements relating to
future results, financial position, cash flow, plans and
expectations of the Company’s operations and management, future
growth and profitability, general economic and regulatory
environment and other factors affecting the Company, many of which
are based on further assumptions, such as no changes in existing
political, legal, fiscal, market or economic conditions or
applicable law (including but not limited to accounting principles,
accounting methods and tax policies), which may or may not be of
importance to the Company results or its ability to operate.
Although the Company believes that these assumptions were
reasonable when made, these assumptions are inherently subject to
significant known and unknown risks, uncertainties, contingencies
and other important factors, which are difficult or impossible to
predict, and are beyond its control. Such risks, uncertainties,
contingencies and other important factors could cause actual events
to differ materially from the expectations expressed or implied in
this release by such forward-looking statements.
Potential investors should therefore not attach
undue confidence to the forward-looking information herein, and
potential investors are urged to read the parts of the Company
Description that include a more detailed description of factors
that may affect the Company’s operations and the market in which
the Company operates.
The information, opinions and forward-looking
statements contained in this announcement speak only as at its date
and could be subject to change without notice.
About Atari : Atari,
comprised of Atari SA and its subsidiaries, is a global interactive
entertainment and multiplatform licensing group. The true innovator
of the video game, founded in 1972, Atari owns and/or manages a
portfolio of more than 200 games and franchises, including globally
known brands such as Asteroids®, Centipede®, Missile Command® and
Pong®. From this important portfolio of intellectual properties,
Atari delivers attractive online games for smartphones, tablets,
and other connected devices. Atari also develops and distributes
interactive entertainment for Microsoft, Sony and Nintendo game
consoles. Atari also leverages its brand and franchises with
licensing agreements through other media, derivative products and
publishing. For more
information: www.atari.com and www.atari-investisseurs.fr Atari
shares are listed in France on Euronext Paris
(Compartment C, Code Isin FR0010478248, Ticker ATA) and are
eligible for the Nasdaq International program in the United
States (OTC - Ticker PONGF).
Contacts
Atari - Philippe Mularski,
CFO
Calyptus - Marie Calleux Tel +33 1 83 64 61 57 -
pm@atari-sa.com
Tel + 33 1 53 65 68 68 – atari@calyptus.net
This is information that Atari SA. is obliged to
make public pursuant to the EU Market Abuse Regulation. The
information was submitted for publication, through the agency of
the contact persons set out above, on April, 5, 2019 at 8:00am.
- CP 2018 04 05 Listing Nasdaq VDEF EN