4 July 2019 – Perth, Australia
Further it its 25 June and 3 July 2019 announcements and in response to media speculation, Nuheara Limited (ASX: NUH) (“Nuheara“) confirms that the party from which Nuheara received an indicative non-binding letter of intent (“LOI”) was Harman International Industries, Incorporated (“Harman”), a subsidiary of Samsung.
As previously announced, Harman withdrew the LOI and discussions with Harman have ceased.
The Board notes that it has had no indication that Harman or any other party will present any offer for Nuheara in the future.
Nuheara will update shareholders of any further developments in accordance with its continuous disclosure obligations.
Response to ASX
Nuheara is pleased to respond as follows to the questions set out in ASX’s letter to Nuheara dated 4 July 2019:
1. Please confirm the accuracy of the information contained within the Australian Financial Review (“AFR”) article dated 4 July 2019 under the headline “Samsung pulls bid for Perth start-up” (“Article”), in particular the identity of the counterparty to the offer.
The Article was accurate to the extent that it repeats information from Nuheara’s announcement dated 3 July. However, the identity of the counterparty was not accurate. Harman was the counterparty and not, Samsung. Harman is a subsidiary of Samsung, but Nuheara understands that Harman operates separately from Samsung and conducts its own business.
2. Please confirm the status of the proposed offer.
As previously disclosed in Nuheara’s 25 June and 3 July 2019 announcements:
- Harman withdrew its LOI and discussions with Harman have ceased.
- The Board notes that it has no indication that Harman or any other party will present any offer for Nuheara in the future.
3. Please explain why NUH did not disclose details of the offer, in particular the indicative offer price, at the time NUH released its update to the market on 25 June 2019. In answering this question please address why NUH considered it appropriate to disclose the indicative offer price in the 3 July 2019 Announcement and not include it in the 25 June 2019 Announcement.
Ahead of its proposed capital raising process, Nuheara needed to conduct limited confidential soundings with potential investors. Nuheara considered it important to mention the non-binding LOI in those soundings and that it was prudent to release limited details of the approach in its 25 June 2019 announcement so that Nuheara could refer to those limited details in soundings, on the basis that further details would be included in a later cleansing announcement to cleanse the market.
Nuheara disclosed additional details in the 3 July 2019 announcement in order to cleanse the market in connection with the capital raising.
4. Is NUH able to explain how the AFR became aware of the identity of the counterparty to the offer?
No, Nuheara is not aware of how AFR formed a view as to the identity of the counterparty and the AFR Article was incorrect in naming Samsung as the counterparty.
5. Has NUH disclosed to any party participating in the proposed capital raising the identity of the counterparty?
No. However, given these questions from ASX, Nuheara will now disclose this announcement to the investors involved in the capital raising.
6. Please confirm that NUH is in compliance with the listing rules and in particular listing rule 3.1.
Yes, we confirm that Nuheara is in compliance with the listing rules and in particular listing rule 3.1.
7. Please confirm that NUH’s responses to the questions above have been authorised and approved in accordance with its published continuous disclosure policy or otherwise by its board or an officer of NUH with delegated authority from the board to respond to ASX on disclosure matters.
Yes, we confirm that NUH’s responses to the questions above have been authorised and approved.
CEO and Managing Director
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Nuheara is a global leader in smart personal hearing devices which change people’s lives by enhancing the power to hear. Nuheara has developed proprietary and multi-functional intelligent hearing technology that augments a person’s hearing and facilitates cable free connection to smart devices. Nuheara is based in Perth, Australia and has an office in New York, USA. Nuheara was the first consumer wearables technology company to be listed on the Australian Stock Exchange (ASX).
In 2016, the Company released its revolutionary wireless earbuds, IQbudsTM, which allow consumers to augment their hearing according to their personal hearing preferences and connect hands free with their voice-enabled smart devices. Nuheara products are now sold in major consumer electronics retailers, professional hearing clinics and optical chains around the world.
The Company’s mission is to transform the way people hear by creating smart hearing solutions that are both accessible and affordable.
Learn more about Nuheara: www.nuheara.com.