Clean Industry Solutions Holding Europe AB (publ) publishes memorandum for the rights issue
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEALAND, SWITZERLAND, SINGAPORE, SOUTH AFRICA, SOUTH KOREA OR IN ANY OTHER JURISDICTION WHERE THE RELEASE, DISTRIBUTION OR PUBLICATION OF THIS PRESS RELEASE WOULD BE UNLAWFUL OR WOULD REQUIRE ADDITIONAL REGISTRATION OR OTHER ACTION.
Clean Industry Solutions Holding Europe AB (publ) (“Clean Industry Solutions” or the “Company”) today, on 28 September 2022, announces the information memorandum relating to the Company's upcoming rights issue of units of approximately SEK 23 million (the "Rights Issue").
The memorandum is available on Clean Industry Solutions' website (www.cleanindustrysolutions.com) and on Aktieinvest’s website (www.aktieinvest.se).
Application forms for subscription without subscription rights can be obtained from Clean Industry Solutions’ and Aktieinvest’s websites as from the first day of the subscription period (30 September 2022).
About the Rights Issue
The Board of Directors of Clean Industry Solutions resolved on 20 September 2022, based on the authorization from the Annual General Meeting on 25 May 2022, to carry out the Rights Issue of a maximum of 15,313,792 units consisting of shares and warrants of series TO 1 of approximately SEK 23 million before issue costs. Each unit consists of one (1) new share and one (1) warrant. Upon full exercise of all warrants issued in the Rights Issue, the Company may receive an additional approximately SEK 15.3–45.9 million before issue costs. In connection with the Rights Issue, the Company has received subscription commitments of approximately SEK 2 million and issue guarantees of approximately SEK 12.9 million, corresponding to a total of approximately 65 percent of the Rights Issue.
The proceeds from the Rights Issue will primarily be used to finance the growth of the subsidiaries and working capital for new customer projects. The Company also expects that the strengthened financial position, combined with increased market demand, will have a positive impact on discussions and negotiations with current and potential customers.
Preliminary timetable
• Last day of trading in the Company's share including the right to receive unit rights: 26 September 2022
• First day of trading in the Company's share excluding the right to receive unit rights: 27 September 2022
• Record date for participation in the Rights Issue: 28 September 2022
• Trading in unit rights: September 30 – October 11, 2022
• Subscription period: September 30 – October 14, 2022
• Announcement of outcome: around 19 October 2022
• Trading in paid subscribed units (BTU): trading in BTU will run from 30 September 2022 until the Rights Issue is registered with the Swedish Companies Registration Office, which is expected to take place around week 44, 2022
Terms and conditions for the Rights Issue
• The subscription price in the Rights Issue amounts to SEK 1.50 per unit, corresponding to a subscription price of SEK 1.50 per share. The warrants are issued free of charge.
• The Rights Issue comprises a maximum of 15,313,792 units where each unit consists of one (1) new share and one (1) warrant. In total, the Rights Issue thus comprises a maximum of 15,313,792 shares and a maximum of 15,313,792 warrants.
• Upon full subscription of units in the Rights Issue, the Company will initially receive approximately SEK 23 million before deduction of issue costs. Upon full exercise of all warrants, the Company will additionally receive a maximum of approximately SEK 45.9 million before deduction of issue costs.
• Anyone who on the record date 28 September 2022 is entered in the share register maintained by Euroclear Sweden AB, has the preferential right to subscribe for units in the Rights Issue. One (1) existing share held on the record date entitles to one (1) unit right. One (1) unit right entitles to subscription of one (1) unit.
• The warrants will be admitted to trading on Nasdaq First North Growth Market after the Rights Issue has been registered with the Swedish Companies Registration Office.
• Clean Industry Solutions has received subscription commitments of approximately SEK 2 million and issue guarantees of approximately SEK 12.9 million, corresponding to a total of approximately 65 percent of the Rights Issue.
Advisors
Corpura Fondkommission AB (www.corpura.se) is acting as financial advisor and Fredersen Advokatbyrå AB is acting as legal advisor to Clean Industry Solutions in connection with the Rights Issue.
Amudova AB is Clean Industry Solutions’ certified adviser. Phone +46 8 546 017 58
E-mail: info@amudova.se
For more information:
Christian Zahler, CEO
Tel: +49 151 53811944
E-mail: christian.zahler@cleanindustrysolutions.com
Clean Industry Solutions Holding Europe AB holds 100% of Industrial Solar GmbH and 100% of SolarSpring GmbH - both located in Freiburg/Germany.
Industrial Solar GmbH is an international leading technology and solution provider, which develops projects mainly based on its innovative Fresnel collector technology suitable for fulfilling an expected growing market of solar process heat. As a one-stop-shop Industrial Solar offers turnkey solutions for customers in several industries.
Find out more about Industrial Solar GmbH at the following address:
https://www.industrial-solar.de/en/
Founded in 2009 as a spin-off of the Fraunhofer ISE, SolarSpring GmbH - membrane solutions, has evolved into an international pioneer in the field of membrane distillation offering innovative waste- and drinking water treatment technology.
Find out more about SolarSpring GmbH at the following address:
https://solarspring.de/en/
Important information
The publication, release or distribution of this press release may be subject to restrictions in certain jurisdictions. Recipients of this press release in those jurisdictions where this press release has been published, disclosed or distributed should inform themselves of and observe any such restrictions. This press release does not constitute an offer of, or an invitation to acquire or subscribe for, any securities of Clean Industry Solutions in any jurisdiction.
This press release does not constitute an offer or invitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. The information contained in this press release may not be released, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, in or into the United Kingdom, the United States, Canada, Japan, Australia, Hong Kong, New Zealand, South Africa, South Korea or any other jurisdiction where such release, publication or distribution would be contrary to applicable law or regulation.
Within the European Economic Area, no securities are offered to the public in any country other than Sweden.
This press release contains certain forward-looking information that reflects the Company's current views on future events and financial and operational developments. Words such as "intends", "estimates", "expects", "may", "plans", "believes", "estimates" and other expressions which imply indications or predictions of future developments or trends, and which are not based on historical facts, constitute forward-looking information. Forward-looking information is inherently subject to known and unknown risks and uncertainties because it depends on future events and circumstances. Forward-looking information is not a guarantee of future performance or development, and actual results may differ materially from those expressed in the forward-looking information.