INDUCT SECURES 50 MNOK CONVERTIBLE NOTE FACILITY
OSLO, 10 January 2018 - Induct AS ("Induct" or the "Company") has secured a commitment for a zero coupon 50 MNOK convertible note facility (the "Convertible Note Facility") from European High Growth Opportunities Securization Fund (the "Investor") through Alpha Blue Ocean Advisors Ltd., advisor of the Investor ("Alpha Blue Ocean" or "ABO").
The Convertible Note Facility is conditional on agreement on final documentation and EGM approval in Induct.
Under the Convertible Note Facility, Induct may draw down twenty (20) tranches (each a "Tranche") of NOK 2.5 million each in convertible bonds (the "Convertible bonds") over a period of three (3) years. Each Tranche may be drawn down following the expiration of a "cool down period" of maximum 30 business days following the issuance of any single Tranche. Induct will be obligated to draw down four (4) Tranches within one (1) year from the signing of the agreement on final documentation, but may choose not to draw down the remaining Tranches if for instance other means of financing at better terms become available. Each Tranche entitles the Investor to warrants (the "Warrants") equal to 50% of the relevant total nominal value of the Convertible bonds issued in each Tranche.
"We are very happy to announce a collaboration with Alpha Blue Ocean, and we are looking forward to exploit potential synergies from their network” says Alf Martin Johansen, CEO, "The Convertible Note Facility is a flexible instrument for financing Induct’s activities and strategy in the early growth period, and with this security, we can focus all our activities on building the Induct platform, and grow our revenues through customer and partner acquisitions".
“We are pleased to announce the successful kick-off of our collaboration with Induct and look forward to providing paramount support for the Company to achieve its commercial ambitions. Additionally, we aim to leverage meaningful intra & extra portfolio synergies as ABO strongly focuses on innovative healthcare investments.” says Hugo Pingray, Founder and COO of the Blue Ocean Investment Group. "We are very enthusiastic to further invest in Norway, leveraging on previous successful investments like Element ASA. Moreover, Induct's software fits perfectly as a growth driver in Alpha Blue Ocean's pan-European healthcare tech and cyber security investment pipeline." says Pierre Vannineuse, CEO & Founder of the Blue Ocean Investment Group "We are ever more convinced since Induct was recently short-listed within the 3 most promising companies in Europe among other competing listed companies.”
The signing of the complete agreement will trigger the payment of a commitment fee from the Company to the Investor equal to 2% (NOK 1 million) of the total commitment of NOK 50 million, payable in Convertible bonds upon issuance of the first Tranche.
Key terms of the Convertible bonds
The conversion price of the Convertible bonds shall be equal to 90% of the lowest daily VWAP observed over the twenty (20) trading days immediately preceding the issuance of a conversion notice by the Investor. The Convertible bonds shall be convertible at the option of the Investor, but will automatically be converted in new or existing shares of the Company twelve (12) months after their issuance date.
Key terms of the Warrants
In respect of each Tranche, the Company shall issue Warrants giving the Investor the right to subscribe to a number of shares for a global amount of proceeds equal to 50% of the nominal value of the Convertible bonds the Warrants were attached to. The exercise price of the Warrants shall be equal to 120% of the average of the daily VWAPs of the five (5) trading days immediately preceding the issuance of a drawdown notice of a Tranche by the Company. The Warrants relating to the first four tranches will be exercisable from their date of issuance until the fifth anniversary of the date of the Induct EGM approving their issuance. The exercise period of the Warrants relating to any additional tranches shall be two (2) years from their date of issuance.
About Alpha Blue Ocean Advisors Ltd.
Alpha Blue Ocean Advisors Ltd. is an advisor to the Investor. Its mandate is to invest globally through SME's across the world which bears unique competitive advantages and true potential, providing them with paramount working capital or growth capital needed to foster and ignite their growth.
For further information about Alpha Blue Ocean Advisors Ltd., please contact Pierre Vannineuse, Chief Executing Officer, +33 610 32 06 39, p.vannineuse@alphablueocean.com.
For further information, please contact:
Alf Martin Johansen, Chief Executive Officer
+47 90 17 94 35
amj@inductsoftware.com
About Induct
Based on eight years of collaboration with over 250 organizations globally, Induct offers a digital platform that enables efficient management of knowledge based projects and processes. In addition Induct enables the organisations to communicate, collaborate and share knowledge in a secure cloud-based network.
Subscriptions is the main source of income for Induct. Induct has customers in 9 countries
Induct is listed on the Merkur Market list on Oslo Stock Exchange with the ticker INDUCT-ME.
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