The Board of Directors of
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE
The Board of Directors of
Summary
- The Board of Directors of
Nicoccino has decided to suggest to the annual general meeting held onMay 5, 2022 , to carry out a Rights Issue of units consisting of shares and warrants of series TO1. -
If fully subscribed, the shares will provide the Company with up to
SEK 24.9 million , before issuing costs, inJune 2022 . -
If fully utilized, the warrants will provide the Company with up to an additional 24.9 million, before issuing costs, in
September 2023 . - Subscription commitments and underwriting commitments corresponding to 65 percent of the Rights Issue have been procured from existing larger shareholders, including members of the Board of Directors, and management.
-
All shareholders are proposed to receive one (1) unit right for each one (1) share owned on the record date,
May 12, 2022 . Fifteen (15) unit rights are proposed to give the right to subscribe for one (1) unit. One (1) unit is proposed to consist of six (6) newly issued shares and four (4) warrants of series TO1. -
The proposed subscription price per unit is
SEK 18.00 , corresponding toSEK 3.00 per share, the warrants are issued free of charge. -
The subscription period for the Rights Issue is proposed to run from
May 16, 2022 , toMay 30, 2022 . - The Rights Issue is proposed for the purpose of enabling the Company to acquire a coating machine, associated equipment, and completion of the production facility, enabling in-house production of nicotine strips.
- The coating machine is planned to be installed during Q1 2023, with a production capacity of over two million consumer packs annually.
Background and rationale for the Rights Issue
Since the implementation of the rights issue in 2020,
The proceeds from the Rights Issue will be used for:
- Acquisition of a coating machine and other items regarding in-house production
- Adapting and preparing the production facility
- Sales and marketing efforts
Comment from the CEO
- We are delighted to announce that our suggested capital raise has received solid support from existing shareholders, confirming continued confidence in
Terms for the Rights Issue
- All shareholders will receive one (1) unit right for each (1) share owned on the record date, indicatively
May 12, 2022 , and fifteen (15) unit rights give the right to subscribe for one (1) unit. One (1) unit consists of six (6) newly issued shares and four (4) warrants of series TO1. -
The subscription price per unit is
SEK 18.00 , corresponding toSEK 3.00 per share, the warrants are issued free of charge. - The Rights Issue entails an issue of a maximum of 1,383,000 units, corresponding to 8,298,000 shares and 5,532,000 warrants of series TO1.
-
The subscription period for subscription of units will run from
May 16, 2022 , toMay 30, 2022 . -
Upon full subscription in the Rights Issue, the Company receives approximately
SEK 24.9 million , before issuing costs, inJune 2022 . -
Each warrant will give the holder the right to subscribe for one (1) new share in the Company. The subscription price corresponds to 70 percent of the volume-weighted average price of the Company's share on Nasdaq First North Growth Market during the period between
September 4, 2023 , andSeptember 15, 2023 , but not less thanSEK 0.05 (the share's quota value) and not more thanSEK 4.50 . -
The exercise period for subscription of shares through exercise of the warrants will run between
September 18, 2023 , andSeptember 29, 2023 . -
In the event of full exercise of all warrants, the Company receives up to an additional
SEK 24.9 million before issuing costs, inSeptember 2023 . -
Upon full subscription of the Rights Issue, the share capital will increase with
SEK 414,900.00 , through the new issue of shares inJune 2022 , fromSEK 1,037,250.00 toSEK 1,452,150.00 . -
Upon full exercise of the warrants the share capital will increase with an additional
SEK 276,600.00 , through the new issue of shares inSeptember 2023 , fromSEK 1,452,150.00 toSEK 1,728,750.00 . -
The shareholders in the Company who do not subscribe for units in the Rights Issue will be subject to dilution. The maximum increase in the number of shares in
June 2022 corresponds to a dilution of 28.6 percent. The maximum increase in the number of shares inSeptember 2023 corresponds to an additional dilution of 16.0 percent. - The newly issued shares and warrants are intended to be admitted to trading on Nasdaq First North Growth Market after final registration with the Swedish Companies Registration Office.
Subscription commitments and underwriting commitments
Subscription commitments and underwriting commitments corresponding to 65 percent of the Rights Issue have been procured from existing larger shareholders, including members of the Board of Directors and management. The subscription commitments and underwriting commitments are not secured through bank guarantees, pledges, or similar arrangements. For the underwriting commitments, an underwriting commission of ten (10) percent of the underwritten amount in cash compensation is paid. No compensation is paid for the subscription commitments.
Investment memorandum
An investment memorandum and application forms are planned to be published during week 19 and will be available before the beginning of the subscription period on the Company's website, www.nicoccino.se, and on
Preliminary timetable
The annual general meeting approves the Rights Issue | |
Last day of trading in | |
First day of trading in | |
Record date for obtaining unit rights. Shareholders who are registered in the share register kept by | |
Trading period with unit rights on Nasdaq First North Growth Market | |
Subscription period for the Rights Issue | |
Trading with BTU on Nasdaq First North Growth Market | |
Publication of issue outcome |
Advisers
For further information
fredrik.laurell@nicoccino.se
+46 733 98 0474
Certified Adviser
+46 8 528 00 399
info@fnca.se
www.fnca.se
About
This information is information that
Important Information
Release, announcement or distribution of this press release may, in certain jurisdictions, be subject to restrictions according to law and people in those jurisdictions, in which this press release has been announced or distributed, should inform themselves of and follow such legal restrictions. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in
This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in
Within the European Economic Area, no offer is made to the public of securities in any country other than
This press release contains certain forward-looking information that reflects the Company's present view of future events as well as financial and operational development. Words such as "intend", "assess", "expect", "may", "plan", "believe", "estimate" and other expressions entailing indications or predictions of future development or trends, not based on historical facts, constitute forward-looking information. Forward-looking information is inherently associated with both known and unknown risks and uncertainties as it depends on future events and circumstances. Forward-looking information is not a guarantee of future results or development, and actual outcomes may differ materially from the statements set forth in the forward-looking information.
CEO
fredrik.laurell@nicoccino.se
https://news.cision.com/nicoccino/r/nicoccino-s-board-of-directors-proposes-a-rights-issue-of-units-of-sek-25-million-to-enable-in-house,c3539295
https://mb.cision.com/Main/9519/3539295/1559110.pdf
(c) 2022 Cision. All rights reserved., source