Kurs & Likviditet
Prenumeration
Beskrivning
Land | Sverige |
---|---|
Lista | Mid Cap Stockholm |
Sektor | Finans |
Industri | Investeringar |
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, HONG KONG, JAPAN OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION OF THIS PRESS RELEASE WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES PURSUANT TO APPLICABLE LAW. THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER OF ANY SECURITIES OF VEF. PLEASE REFER TO IMPORTANT INFORMATION AT THE END OF THE PRESS RELEASE.
The Board of Directors of VEF Ltd. (“VEF” or the ”Company”) has, in accordance with the Company’s press release earlier today, with support of the authorization granted by the Special General Meeting 22 October 2020, resolved on a share issue of 165,850,248 shares, represented by Swedish Depositary Receipts (“SDRs”) (the "Directed Share Issue"). The subscription price in the Directed Share Issue amounts to SEK 3.15 per SDR. Through the Directed Share Issue, which was substantially oversubscribed, VEF will receive proceeds amounting to approximately SEK 522 million (approx. USD 61 million) before deduction of transaction costs. Investors in the Directed Share Issue include existing shareholders and a number of well-renowned Swedish and international institutions.
The subscription price in the Directed Share Issue is SEK 3.15 per SDR and has been determined by way of an accelerated bookbuilding procedure carried out by the Company’s financial adviser Pareto Securities AB (“Pareto Securities”). The subscription price in the Directed Share Issue corresponds to a discount of approximately 8.7 percent compared to the closing price on Nasdaq First North Growth Market on 18 November, 2020 and 4.5 percent compared to the 10-day volume weighted average price (VWAP). Through the Directed Share Issue, the Company will receive approximately SEK 522 million (approx. USD 61 million) before deduction of transaction costs.
The reason for doing a share issue with deviation from the shareholders' preferential rights are mainly to diversify the shareholder base among Swedish and international institutional investors and at the same time raise capital in a time and cost-efficient manner. The Directed Share Issue is primarily carried out to support the Company’s future investments, which includes both follow-on investments and new pipeline investments. The Board of Directors' assessment is that the subscription price in the Directed Share Issue is in accordance with market conditions, since it has been determined through an accelerated bookbuilding procedure.
The Directed Share Issue entails a dilution of approximately 20 percent of the number of common shares, represented by SDRs, and votes in the Company. Through the Directed Share Issue, the number of outstanding common shares and votes will increase by 165,850,248 from 663,400,995 to 829,251,243. The share capital will increase by approximately USD 1,658,502, from USD 6,634,009 to USD 8,292,512 for the common shares*.
“We welcome all new shareholders to our story and thank many of our current shareholders for their continued support through this placement process. We look forward to putting this fresh capital to work and continue to drive value creation for all our shareholders over the coming years.", said Dave Nangle, CEO of VEF.
In connection with the Directed Share Issue, the Company has undertaken, subject to customary exceptions, not to issue additional shares for a period of 180 calendar days following the announcement of the outcome of the Directed Share Issue without Pareto Securities’ consent.
Board members and members of the management holding shares and/or warrants have undertaken not to sell any SDRs in VEF for a period of 180 calendar days following the announcement of the outcome of the Directed Share Issue without Pareto Securities’ consent, subject to customary exceptions. Similarly, the Company’s largest shareholder Libra Fund** has undertaken not to sell any SDRs in the Company for a period of 90 calendar days following the announcement of the outcome of the Directed Share Issue.
Advisers
Pareto Securities is acting as Sole Manager and Bookrunner in the transaction. Advokatfirman Vinge KB and Shearman & Sterling (London) LPP are legal advisers to the Company and Baker McKenzie Advokatbyrå KB is the legal adviser to Pareto Securities.
*The Company has issued 45,650,000 Plan Shares under the Company’s long-term incentive programs for 2019 and 2020 in addition to the common shares. The total number of shares, including Plan Shares, following the Directed Share issue will be 874,901,243 and the share capital will be approx. USD 8,749,012.
**Board member Ranjan Tandon represents Libra Fund, which today owns 174,398,165 SDRs in the Company.