The board of directors of IDEX Biometrics ASA has resolved to issue 299,381,600 new shares at NOK 0.01 per share to employees, contractors and directors in the IDEX group (“Personnel Placement”). The purpose of the Personnel Placement is to incentivise the personnel in the implementation of the amended business plan and commercialisation of the company’s products.
The Personnel Placement is according to the resolution by the extraordinary general meeting of IDEX Biometrics ASA held on 11 April 2025, where the board was authorised to issue shares on terms equivalent to the terms in the debt conversion that was approved at the same meeting.
The shares are restricted for 18 months from the date of issuance and may not be sold or otherwise transferred during the restriction period. 1/3 of the shares are released from the restriction after 6 months and another 1/3 are released after 12 months. In the event a holder resigns or is terminated from employment or service, the company has the right to repurchase the holder’s restricted shares at certain terms.
The Board has considered the issue to the Personnel in light of the equal treatment obligations under the PLCA, the Norwegian Securities Trading Act, the rules on equal treatment under Oslo Rule Book II for companies listed on the Oslo Stock Exchange and the Oslo Stock Exchange’s Guidelines on the rule of equal treatment and deems that the proposed Personnel Placement is in compliance with these requirements. The Board holds the view that it will be in the common interest of the Company and its shareholders to incentivize the Company’s Personnel by issuance of the Offer Shares, both in the short term and in the long term. The number of Offer Shares represents approximately 6,7 % of the total number of outstanding shares in the Company, and the dilutive effect for the Company’s shareholders is limited. The subscription price for the Offer Shares, which was presented to the EGM as the intended issue price, is NOK 0.01, and the subscription price, before taking into account the lock up, consequently represents a 78 % discount to the closing price of the Company’s shares on Oslo Børs on 13 June 2025. Taking into account the lock up period and the volatility of the shares, the discount will vary from no discount at all to approx. 25 %. While the discount can be deemed significant, the Company is of the view that the number of Offer Shares issued, the fact that the issuance is made to the Personnel only, the EGM has specifically approved the framework for this equity issue, the Offer Shares will be subject to sales restrictions by way of a reverse vesting schedule with trading and transfer restrictions over 18 months, including with an option for the Company to repurchase the Offer Shares upon termination or resignation prior to the end of the 18-month period, collectively ensure that the Company is in compliance with its equal treatment obligations.
Following registration of the share capital increase, the company’s share capital will be NOK 47,310,125.99, divided into 4,731,012,599 shares each with a nominal value of NOK 0.01.
Contact person
Kristian Flaten, CFO, Tel.: +47 950 92322
E-mail: ir@idexbiometrics.com
About IDEX Biometrics
IDEX Biometrics ASA (IDEX) is a global technology leader in fingerprint biometrics, offering authentication solutions across payments, access control, and digital identity. Our solutions bring convenience, security, peace of mind and seamless user experiences to the world. Built on patented and proprietary sensor technologies, integrated circuit designs, and software, our biometric solutions target card-based applications for payments and digital authentication. As an industry-enabler we partner with leading card manufacturers and technology companies to bring our solutions to market.
For more information, visit http://www.idexbiometrics.com
About this notice
This notice was issued by Erling Svela, VP of finance, on 10 June 2025 at 23:50 CET on behalf of IDEX Biometrics ASA. The shall be disclosed according to section 5-8 of the Norwegian Securities Trading Act (STA) and published in accordance with section 5-12 of the STA.
