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Beskrivning
| Land | Danmark |
|---|---|
| Lista | Spotlight DK |
| Sektor | Tjänster |
| Industri | IT-konsult & onlinetjänster |
Today, on March 10[th], 2020, begins the subscription period for Nustay A/S ("Nustay" or "the Company") rights issue. The subscription period lasts until March 24[th], 2020. A fully subscribed issue of units will initially provide Nustay with approximately DKK 27.3 million (before issue costs and conversion of debt to units). In addition, through the rights issue of units, further warrants are planned to be issued, which may add a total of approximately DKK 22.8 million to Nustay. The total issue from both the rights issue and the warrants thus amount to approximately DKK 50.1 million (before total issue costs of approximately DKK 5.1 million and conversion of debt of in total approximately DKK 5.8 million).
Nustay has received pre-subscription commitments of approximately DKK 13.3 million from its major shareholders, board members as well as external investors. The Company has also received underwriting commitments of approximately DKK 14 million. The pre-subscription commitments and underwriting commitments thus correspond to a total of 100 percent of the rights issue of units.
Prospectus, teaser and subscription forms are available through the websites of Nustay (investor.nustay.com) and Spotlight Stock Market (spotlightstockmarket.com). The documents are also available via Sedermera Fondkommission's webpage (sedermera.se).
Summary of the offering:
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Subscription period: March 10[th], 2020 - March 24[th], 2020.
Subscription price: DKK 4.5 per unit (corresponding to DKK 0.90
per share). The warrants are issued free of
payment.
Issue volume: The offer comprises a maximum of 30,367,775
shares and a maximum of 18,220,665 warrants,
corresponding to a capital injection of
approximately DKK 27.3 million and DKK 22.8
million, respectively, before issuance costs
and conversion of bridge loans to units. If
the issue is fully subscribed and all
associated warrants are exercised, Nustay
will receive a capital injection totaling
approximately DKK 50.1 million before
issuance costs and including conversion of
bridge loans to units.
Record date: The record date for obtaining pre-emptive
subscription rights was March 9[th], 2020 at
17:59 CET. The last day for trading in the
share including pre-emptive right to receive
pre-emptive subscription rights was March
5[th], 2020. The first day of trading in the
share excluding pre-emptive right to receive
pre-emptive subscription rights was March
6[th], 2020.
Pre-emptive right: Those who were registered in VP Securities
A/S as shareholders in Nustay on the record
date March 9th, 2020 at 17:59 have pre
-emptive right to subscribe for shares and
warrants in the rights issue. For each
existing share, one (1) pre-emptive
subscription right is obtained. Three (3) pre
-emptive subscription rights entitle to
subscription of five (5) new shares and three
(3) warrants. If a holder of three (3) pre
-emptive subscription rights have exercised
such right and subscribed for new shares and
warrants during the subscription period, the
investor's subscription will be settled by
way of delivery of one (1) unit to the
investor's account with VP Securities A/S
under the temporary ISIN DK0061273711. One
unit entitles the holder to five (5) shares
and three (3) warrants. The pre-emptive
subscription rights have the ISIN code
DK0061275096. New shares and warrants which
have not been subscribed for by the existing
shareholders before the expiry of the
subscription period (the "Remaining Shares")
may, without compensation to the holders of
unexercised pre-emptive subscription rights,
be subscribed for by existing or new
shareholders who have made binding
undertakings to subscribe for Remaining
Shares according to the subscription form
available on Sedermera Fondkommission's web
page (www.sedermera.se) and the web page of
Nustay (www.nustay.com), before the expiry of
the subscription period. In case of
oversubscription of Remaining Shares based on
binding undertakings, such Remaining Shares
will be allocated according to an allocation
principal determined by the board of
directors of the Company, based on the
received binding undertakings; provided,
however, that the Remaining Shares will be
allocated irrespective of whether such
undertakings were made by existing or new
shareholders.
The number of shares before the 18,220,665 shares.
rights issue:
Pre-subscription commitments The Company has received pre-subscription
and underwriting commitments: commitments totaling approximately DKK 13.3
million and Underwriting commitments totaling
approximately DKK 14 million, corresponding
to a total of 100 percent of the rights issue
volume. Approximately 49 percent of the
rights issue is covered by pre-subscription
commitments and approximately 51 percent of
the rights issue is covered by underwriting
commitments. This means that approximately 51
percent of the issue is available for
subscription by shareholders and other
investors.
Trading in pre-emptive Trading in pre-emptive subscription rights
subscription rights: will take place on Spotlight Stock Market
from March 6[th], 2020 and continue until
March 20[th], 2020.
Allocation and trading in Allocation and trading in units will take
units: place on Spotlight Stock Market from March
26[th], 2020 and continue until March 30[th],
2020 after which each paid unit will be
converted automatically into five (5) new
shares and three (3) warrants which will be
admitted for trading on Spotlight Stock
Market.
Settlement day for final trades Settlement day at VP Securities for final
in units: trades in units is expected to April 1[st],
2020.
Settlement day for conversion The new shares and warrants are expected to
to ordinary shares and be registered with the Danish Business
warrants: Authority on April 2[nd], 2020. Settlement
day at VP Securities for conversion to
ordinary shares and allocation of warrants is
expected to take place during April 1[st],
2020 and April 2[nd], 2020.
Trading in new shares and Trading in the new shares and warrants is
warrants: expected to commence on April 3[rd], 2020.
Exercise period (warrants): August 27[th, ]2020 - September 10[th], 2020.
Exercise price (warrants): The holding of one (1) warrant entitles to
the subscription of one (1) new share in
Nustay at an exercise price of DKK 1.25 per
share.
Dilution: Shareholders who choose not to exercise their
pre-emptive right to subscribe for shares and
warrants will receive a maximum dilution of
approximately 73 percent as a result of the
rights issue of shares and warrants
(calculated as the number of new shares as a
result of the rights issue (including the
exercise period of warrants) divided by the
total number of shares in the Company after
the event that the rights issue is fully
subscribed and all issued warrants are
exercised).
"For the full terms and conditions, and the instructions for subscription, refer to the section "Terms and conditions for the offer" in Nustay's prospectus.
Financial advisor and issuing agent:
Sedermera Fondkommission acts as financial advisor and issuing agent to Nustay in connection with the rights issue of units. VP Securities also acts as issuing agent to Nustay in connection to the rights issue of units.
For more information on the rights issue of units, please contact:
Sedermera Fondkommission
Phone: +46 40 - 615 14 10
E-mail: info@sedermera.se
Website: www.sedermera.se
For further information about Nustay, please contact:
Nustay A/S
E-mail: investor@nustay.com
Website: www.nustay.com
About Nustay
Nustay is a Danish online hotel booking company established in 2014. The company has developed an innovative booking platform offering the lowest possible hotel prices while also enhancing customer's booking experience. Nustay has set out an ambitious vision to become the global leader within the online hotel booking industry, and is confident its large hotel room inventory, novel pricing strategy, and transparent booking process, will achieve that goal.