Bambuser performs guaranteed rights issue - develops new solution in mobile live video
NEW DEVELOPMENT BASED ON EXISTING TECHNOLOGY
The new management in Bambuser AB (publ), "Bambuser" or "The Company", has over the past year evaluated the current technology, products and competition to define the best possible path to increased growth. The company's new "Go-to-market" strategy, which was presented in August 2018, has created growth in the digital channels. The management's conclusion is, however, that the average revenue per user (ARPU) for the new digital customers is too low to generate the long-term growth that the Company requires.
Bambuser has solid technology in mobile live video, however, product development has not been sufficiently focused on generating revenue and retaining and increasing the lead of the competitors. Therefore, the Company is working on gathering its resources to utilize, manage and refine the current technology to ensure future growth potential.
One of the focus areas that Bambuser evaluates, with inspiration from Asia and especially China, is how mobile live video can be used by various e-commerce companies. Live video has been shown to increase customer buying interest and increase actual purchases. As a result, Bambuser has entered into a cooperation agreement with Wellstreet Services and the IT consulting company Har Front, where together with the Company's development team, work has begun on developing a first solution.
IMPLEMENTATION OF A GUARANTEED RIGHTS ISSUE OF APPROXIMATELY SEK 13 MILLION
Not for distribution or disclosure, directly or indirectly, in or to the United States, Australia, Hong Kong, Japan, Canada, New Zealand, Singapore, South Africa or any other jurisdiction in which such action would be unlawful or require registration or other action in addition to the following of Swedish law. The information in this press release does not constitute an offer, or an invitation, to acquire or subscribe for any shares or other securities in Bambuser AB (publ) any jurisdiction.
The Board of Directors of Bambuser AB (publ) ("Bambuser" or "The Company") has decided to issue a new share issue with preferential rights for the Company's existing shareholders of approximately SEK 13 million (the "Rights Issue"). The Rights Issue requires approval from the general meeting. The Rights Issue is 100% secured through subscription commitments and guarantee commitments.
The Terms of the Rights Issue in brief
The Rights Issue comprises a maximum of 22,762,246 shares at a price of SEK 0.57 per share and can bring the company about SEK 13 million, before issue costs, at full subscription.
The share capital can, at a fully subscribed Rights Issue, increase by a maximum of
SEK 1 138 112.30.
For one (1) existing share in the Company held on the record date for the Rights Issue, April 8, 2019, one (1) subscription right is received. Two (2) subscription rights entitle to subscribe for three (3) newly issued shares.
Record date for determining who will receive subscription rights in the Rights Issue is April 8, 2019.
Subscription of shares shall take place during the period from April 10, 2019 to April 24, 2019.
Payment for subscribed shares shall be made in cash.
In the event that not all shares have been subscribed for with the aid of subscription rights, the Board, within the framework of the Rights Issue, shall decide on the allocation of shares that have been subscribed without the support of subscription rights. Such allocation shall primarily be made to subscribers who have subscribed for shares on the basis of subscription rights, irrespective of whether they were shareholders on the record date or not, and in case of oversubscription in relation to their subscription with the support of subscription rights in the Rights Issue and, to the extent that this cannot be done , by lottery. In the second instance, allotment of the remaining shares shall be made to underwriters in accordance with the terms and conditions for the respective issue guarantee.
The Rights Issue is secured to 100 percent, of which 21 percent through subscription commitments from the company's principal owner and board (free of charge) and the remaining 79 percent through guarantee commitments from major shareholders, the board and management.
Background and motives for the Rights Issue
The company is implementing the present capitalization to secure operations during the fiscal year 2019, including financing the development of a mobile live video solution for e-commerce. However, the development work is capital-intensive. It is therefore not unlikely that the company will need to receive additional capital during the year.
The proceeds from the Rights Issue shall be used for the company's ongoing expenses relating to the following: premises costs, personnel costs, consulting costs, IT costs, audit costs, accounting services, legal costs and development costs.
The timetable below is preliminary and may be changed.
|March 5, 2019||The Board's decision on the Rights Issue|
|April 4, 2019||Annual General Meeting|
|April 4, 2019||Last day for trading in the Company's shares including the right to receive subscription rights|
|April 5, 2019||First day of trading in the Company's shares excluding the right to receive subscription rights
|April 8, 2019||Record day for obtaining subscription rights. Shareholders who are registered in the Company's share register this day receive subscription rights for participation in the Rights Issue|
|April 10, 2019 through April 24, 2019||Subscription period for the Rights Issue|
|April 10, 2019 through April 22, 2019||Trading in subscription rights on Nasdaq First North Stockholm|
|April 26, 2019||Estimated day for publication of issue outcomes|
Notice of the Annual General Meeting to be held on April 4, 2019 will be published shortly by special press release.
Mangold Fondkommission AB acts as an issuing institution in the Rights Issue.
This information is such that Bambuser AB (publ) is required to disclose according to the EU’s Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out below, on March 5th, 2019 at 12:00 CET.
Västra Hamnen Corporate Finance AB | 040-20 02 50 | firstname.lastname@example.org
Fredrik Ramberg, Chairman of the board | +46 (0) 703 620 815 | email@example.com
Maryam Ghahremani, CEO | +46 (0) 708 720 266 | firstname.lastname@example.org
or visit: bambuser.com/ir
About Bambuser AB
Bambuser is a Swedish software company that offers B2B solutions for live video. Since 2007, the Company has developed a platform for interactive live video broadcasts enabling live video streaming from mobile phones and web cams to the Internet. The breakthrough occurred in 2010, when the Company’s service was used to report the unrest in Egypt during the parliamentary elections. The following year, videos were produced via Bambuser and used in several television broadcasts throughout the world during the Arab Spring.
Bambuser’s live streaming technology has over the years been installed in more than 50 million devices and millions of news consumers through companies like CNN, BBC, Al Jazeera, Sky News Arabia, etc. Since 2014, Bambuser has chosen to focus on B2B, Business-to-Business, to increase the spread of the company’s products and strengthen its long-term revenue potential. Among the customers are companies as AP, Schibsted/Aftonbladet, NRK & Ilta-Sanomat.
This press release is not an offer to subscribe for shares in the Company and investors should not subscribe or acquire any securities based on this. This press release may not be published, published or distributed, directly or indirectly, in or to the United States, Australia, Hong Kong, Japan, Canada, New Zealand, Singapore, South Africa or any other jurisdiction where the distribution of this press release would be unlawful or require registration. or other measures in addition to those that follow from Swedish law. Nor does this press release constitute an offer to sell new shares, paid subscribed shares ("BTA") or subscription rights to any person in a jurisdiction where it would not be permitted to submit such an offer to such a person or where such action would presuppose prospectus, registration or other measures than according to Swedish law. The application form and other documents relating to the rights issue may not be distributed in or to any country where such distribution or the rights issue requires measures specified in the preceding sentence or where they would conflict with rules in such country.
No subscription rights, BTA or new shares have been registered or will be registered in accordance with the United States Securities Act 1933 in its current version (the "Securities Act") or with any other securities regulating authority in any state or jurisdiction in the United States and no subscription rights , paid subscribed shares or new shares may be offered, sold, resold, transferred, delivered or distributed, directly or indirectly, to or within the United States or on behalf of such person other than in accordance with exceptions to, or in a transaction not subject to registration obligation under the Securities Act and is in accordance with applicable securities regulations in the relevant state or jurisdiction of the United States. No offers to the public regarding subscription rights, paid subscribed shares or new shares are carried out in the US. There are no plans to register any securities mentioned in this press release in the United States or to make an offer to the public in the United States.
This press release may contain some forward-looking information that reflects the Company's current view of future events as well as financial and operational development. Words such as "intended", "coming", "judging", "expecting", "can", "planning", "appreciating" and other expressions that involve indications or predictions regarding future developments or trends constitute forward-looking information. Forward-looking information is inherently associated with known as well as unknown risks and uncertainties because it is dependent on future events and circumstances. Forward-looking information does not constitute a guarantee for future results or development, and actual outcomes may differ materially from what is stated in forward-looking information. This information, the views and forward-looking statements contained in this press release apply only to this date and may be modified without notice.