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Materialise Announces Exercise in Full of Underwriters’ Over-allotment Option
Leuven, Belgium – July 7, 2014 - Materialise NV (NASDAQ: MTLS) (the "Company"), a leading provider of additive manufacturing software and of sophisticated 3D printing services, announced that, following its initial public offering, which closed on June 30, 2014, the underwriters have exercised in full their over-allotment option to purchase an additional 1.2 million American Depositary Shares ("ADSs") at the public offering price of $12.00 per ADS, less the underwriting discount, from certain shareholders of the Company. The Company will not receive proceeds from the exercise of the over-allotment option. Including the over-allotment ADSs, a total of 9.2 million ADSs have been offered and sold in the offering. The closing of the over-allotment option exercise is expected to occur on July 7, 2014, subject to customary closing conditions.
Piper Jaffray and Credit Suisse are acting as joint book-running managers for the offering. BB&T Capital Markets, Janney Montgomery Scott, Stephens Inc. and KBC Securities are acting as co-managers.
This press release does not constitute an offer to sell any securities nor the solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
A registration statement relating to these securities has been filed with the Securities and Exchange Commission and declared effective. The initial public offering in the United States is being made only by means of a written prospectus. Copies of the prospectus related to the offering may be obtained from Piper Jaffray at 800 Nicollet Mall, J12S03, Minneapolis, MN 55402, Attn: Prospectus Department, or by calling 1-800-747-3924, or by emailing firstname.lastname@example.org; or from Credit Suisse at One Madison Avenue, New York, NY 10010, Attn: Prospectus Department, or by calling 1-800-221-1037, or by emailing email@example.com.
No public offering will be made and no one has taken any action that would, or is intended to, permit a public offering in any country or jurisdiction, other than the United States, where any such action for such purpose is required, including in Belgium. Belgian investors, other than qualified investors within the meaning of the Belgian Act of 16 June 2006 relating to the public offers of securities and to the admission to trading of securities on regulated markets, as amended, will not be eligible to participate in the offering (whether in Belgium or elsewhere).
The transaction to which this communication relates will only be available to, and will be engaged in only with, in member states of the European Economic Area, persons falling within the meaning of Article 2(1)(e) of the Prospectus Directive 2003/71/EC as amended by Directive 2010/73/EU (the "Prospectus Directive"), and in the United Kingdom, investment professionals falling within article 19 (5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"), persons falling within article 49 (2), (a) to (d) of the Order (high net worth companies, unincorporated associations, etc) and other persons to whom it may lawfully be communicated. In accordance with the Prospectus Directive, no prospectus is required in connection with the transaction described in this communication.
This communication is not for publication or distribution, directly or indirectly, in or into any state or jurisdiction into which doing so would be unlawful. The distribution of this communication may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdictions. Materialise NV assumes no responsibility in the event there is a violation by any person of such restrictions. The aforementioned offering and date of the first listing may be influenced by things such as market conditions. There is no guarantee that the offering or listing will occur. This communication does not constitute a recommendation in relation to the offering or the aforementioned securities.<
With its headquarters in Leuven, Belgium, and branches worldwide, Materialise is a provider of Additive Manufacturing (AM) software solutions and sophisticated 3D printing services in a wide variety of industries, including healthcare, automotive, aerospace, art and design and consumer products. Materialise has been playing an active role in the field of AM since 1990, through its involvement in AM for industrial and medical applications, by providing biomedical and clinical solutions such as medical image processing and surgical simulations and by developing unique solutions for its customers' prototyping, production, and medical needs.