Single-family office invests 15 MEUR in Brighter through directed share issues.
The Board of Brighter AB has, with authorization from the Annual General Meeting on May 9, 2019, decided to carry out directed share issues totalling to EUR 15 million to Winance, a prominent single-family office (SFO) with offices in Dubai and New York.
The capital will enable accelerated commercialization of Brighter’s flagship solution, Actiste® Diabetes Management as a Service, as well as further expansion and production.
"We are embarked on an exciting journey from a pure development company to a growth company. Winance is a very successful investment company that has been through an impressive journey themselves and we look forward to working with them. The funds will enable us to expand the organization and capitalize on business opportunities, but it will also strengthen Brighter's position in building long-term relationships with institutional investors," says Henrik Norström, Brighter's CEO.
“We seek to create positive long-term value for our portfolio companies and want to help them succeed. Brighter is an innovative company with great growth potential that aligns perfectly with our long-term investment strategies. We share Brighter’s vision and are glad to get the opportunity to be part of their efforts in improving the life of millions of people around the world,” says Cristina Nine, Winance founder and CEO.
The parties have agreed to divide the investment into three main transactions (described below) over up to 36 months. In the first issue, which is carried out today, Brighter will receive EUR 3 million of the total EUR 15 million that the investor has undertaken to invest in Brighter. In connection with the share issues, Brighter has decided to issue warrants to the company's shareholders to minimize dilution.
The reason for the deviation from the shareholders' preferential rights is to be able to carry out a time and cost-effective capital procurement and to provide the company with a strong financial and strategic partner with extensive experience in supporting innovation companies to scale up and grow.
Investment summary
Investment amount: EUR 15 million over up to 36 months.
Transaction 1: EUR 3 million on signing date.
Transaction 2: EUR 3 million on a) either full repayment (issuance of Brighter shares), or if shorter b) 3 months from signing date, or if longer, c) Cooling Off Period*.
Transaction 3: EUR 9 million in drawdowns of EUR 500,000 that can be called after Cooling Off Period.
Brighter shall pay to the investor an arrangement fee equal to three percent (3%) of each disbursed Drawdown.
Warrants – could yield EUR 19.5 million in additional capital:
50 % (EUR 7.5 million) equivalent in Warrants to Winance.
80 % (EUR 12 million) equivalent in Warrants to current Brighter shareholders.
Further details
Repayment of the investment shall be made equivalent in new shares issued by Brighter. The new issue of shares shall be made at a value determined to the lowest volume-weighted average price over the five (5) Business Days immediately preceding each repayment request with a discount of ten (10) per cent.
The warrants will be issued free of charge and listed for trading as BRIG TO5, distributed to the shareholders pro rata to their shareholding relative to each drawdown of investment. The total number of warrants to be issued shall correspond to total subscription price for new shares of EUR 19,500,000.
Each Warrant shall entitle to subscription for one (1) new Share in the Issuer at a subscription price corresponding to 115 percent of the lowest volume-weighted average price of the Shares over the fifteen (15) Business Days immediately preceding the date of this Agreement.
The exercise of Warrants below an aggregated amount of SEK 1,000,000 may take place on eight (8) occasions during the two-week period preceding the day of 6, 12, 18, 24, 30, 36, 42 and 48 months after date on which the Warrants have been registered at the Swedish Companies Registration Office. Holders of Warrants may always exercise the Warrants for new Shares if the total value of the issued Shares is equal to or exceeds SEK 1,000 000.
*Further details of the investment, including the “Cooling Off Period” formula and explanation as well as the terms and conditions of the Warrants will available Brighter’s website.
About Winance
Winance is a private investment company, single family office, that seek to create positive economic impact and long-term value for the companies we invest in. We have chosen to offer them not only financial support but as well solutions all along the way, access to an unparalleled network of advisors, strategic partners and customers. Our understanding and concept of being together on the same boat and sharing the same vision, the alignment with the management teams and efficient decision-making represents the core of our firm’s success. We bring significant resources and credibility and maintain a long-standing commitment to our principal values of honesty, integrity, and loyalty.
For further information, please contact:
Henrik Norström, CEO
Phone: +46 733 40 30 45
Email: henrik.norstrom@brighter.se
Ann Zetterberg, CFO
Phone: +46 708 37 21 23
E-mail: ann.zetterberg@brighter.se
About Actiste.
Brighter's solution Actiste® handles most of the self-monitoring and treatment of insulin-treated diabetes in a single easy-to-use device. Measurement of glucose levels, insulin injections, automatic logging, and timing of all activities are performed from a single unit. Actiste is connected via an autonomous and secure mobile connection, and information can be automatically shared with selected recipients through The Benefit Loop®, Brighter's open cloud-based service where data is collected, processed and analyzed with patient consent.
Validated user-generated data, such as glucose levels or insulin doses, can be automatically transferred electronically to many different constituents. The patient selects when and how data is shared and who will have access to it. Through The Benefit Loop, different services can motivate patients with chronic illnesses to change their behavior, which can save lives, reduce relatives' concerns, and release enormous healthcare resources. https://actiste.com/
About Brighter AB (publ).
Brighter is a Swedish-based company that, from a unique IP portfolio, creates smart solutions for one of healthcare’s biggest challenges: changing patient behavior. Chronic diseases such as diabetes are rapidly increasing, and account for an increasing share of healthcare costs globally. Brighter's Business Model and Multi-Sided Market Platform - The Benefit Loop® - is based on the fact that many special interests create value for each other. By increasing access to valid health data, Brighter creates value for all stakeholders in the care chain: patients and their close associates, healthcare providers, research institutes, the pharmaceutical industry, and society as a whole. https://brighter.se/
The Company's shares are listed on NASDAQOMX First North/BRIG. Brighter’s Certified Adviser on Nasdaq OMX First North is Eminova Fondkommission AB, +46 (0)8 – 684 211 00, info@eminova.se, www.eminova.se.
This information is information that Brighter AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out above, at 16:40 CET on May 28, 2019.