The Board of Directors of Vertiseit AB (publ) (“Vertiseit” or “the Company”) has today decided to propose that an Extraordinary General Meeting shall resolve on a directed share issue of a total of 4,166,667 Class B shares. The Board intends to give notice to an Extraordinary General Meeting expected to be held on October 21, 2021. The subscription price for the shares in the share issue is proposed to amount to SEK 24 per Class B share. Through the share issue, Vertiseit will receive SEK 100 million before issue costs. The net proceeds are intended to be used to accelerate the Company's international growth strategy. The share issue is directed to several well-renowned institutional and professional investors, who together have committed to subscribe for the entire share issue of SEK 100 million. Investors include Nordea Asset Management, KL Capital, Alcur Fonder, Protean Capital among others.
The directed share issue of 4,166,667 Class B shares is conditional upon resolution of an Extraordinary General Meeting, which is expected to be held on October 21, 2021. Notice of the Extraordinary General Meeting will be announced in a separate press release today, October 4, 2021.
“We are proud and satisfied with the great interest shown in Vertiseit in connection to the market sounding carried out with institutional and professional investors, with the aim of raising capital for the Company. By the proposed directed share issue, the Company will be strengthened with new capital, which will enable continued acquisitions and strengthen the owner base with several reputable institutional and professional owners. By raising capital, we take an important step towards accelerating growth to achieve our goal of becoming the world-leading platform company within Digital In-Store,” says Johan Lind, CEO Vertiseit.
STRONG INSTITUTIONAL OWNERS
The share issue of new Class B shares is proposed to be carried out with deviation from the shareholders' preferential rights. The reason for this is to add new long-term owners of strategic importance to the Company and to utilize the opportunity to raise capital in a time and cost-effective manner. The board believes that it is beneficial for both Vertiseit and the shareholders that the list of the Company’s shareholders is supplemented with reputable institutional and professional investors.
ACCELERATED GLOBAL GROWTH
The issue proceeds are primarily intended to be used to accelerate the Company's new strategy for global growth. The company's new strategy was approved by the board and communicated earlier today, October 4, 2021. The strategy means that Vertiseit shift from being a regional full-service provider to a global platform company. In the Group's new structure, Vertiseit as the parent company, will become a pure holding company within Retail Tech with the aim of acquiring and developing SaaS companies within Digital Signage with a focus on Digital In-store. The new focus entails a globally scalable business model and a greater growth potential, where SaaS revenues will constitute the largest part of the company's revenues.
INFORMATION ABOUT THE SHARE ISSUE
The directed share issue entails an issue of a total of 4,166,667 Class B shares, which will be issued at a subscription price of SEK 24 per share. In the event of full subscription, the Company will receive proceeds to an amount of SEK 100,000,008 before issue costs. The issue entails a dilution for existing shareholders of 22 percent. The subscription price has been determined through a book-building procedure and the subscription price per Class B share corresponds to a discount of 10 percent compared to the volume-weighted average price of SEK 26.75 for the Company's Class B share traded on Nasdaq First North Growth Market for the period during the last ten trading days prior to and including September 28, 2021. It is the Board's assessment that the subscription price is fair and reasonable.
Wistrand Advokatbyrå, Partner Fondkommission and Nordea have acted advisers in the transaction.
CAPITAL MARKETS DAY ON OCTOBER 5
Due to the new strategy and the new goals, Vertiseit has invited to a Capital Markets day which will be held on 5 October at 09.00-11.30 at Arena Varberg.
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