Veg of Lund has carried out a directed issue of units of approximately SEK 30 million and issues warrants to existing shareholders

Note for release, publication or distribution in whole or in part, directly or indirectly, in the United States, Australia, Canada, New Zealand, Hong Kong, Japan, Singapore, South Africa, South Korea or any other jurisdiction where such release, publication or distribution would be unlawful or would require registration or any other measures. Please refer to important information at the end of the press release.

This press release is an English version of the previously published Swedish version, which has interpretative preference.

Veg of Lund AB (publ) (”Veg of Lund” or the ”Company”) hereby announces that the Company has carried out a directed issue of 295,000 units (the “Directed Issue”). One unit consists of three (3) shares and one (1) warrant of series TO1. The investors in the Directed Issue consists of a number of qualified investors, of which no individual investor constitutes a significant part of the Directed Issue. Additionally, the Company has resolved to issue and allot one (1) warrant of series TO1 to current shareholders for every twenty-three (23) shares held on the applicable record date.

The board of directors of the Company has, based on the authorization given by the annual general meeting on 12 May 2021 and after the completion of the accelerated book-building procedure, resolved on and carried out the Directed Issue. The subscription price in the Directed Issue was set to SEK 102.00 per unit, corresponding to SEK 34.00 per share. The subscription price of SEK 34.00 per share corresponds to a discount of approximately 6.8 percent against the closing price on 25 August 2021. The warrants are issued free of charge. The Company will initially receive approximately SEK 30 million from the Directed Issue before deduction of transaction costs.

The board of directors of Veg of Lund assesses, given that the Directed Issue was carried out through an accelerated book-building procedure (conducted by Mangold Fondkommission AB), that the Directed Issue has been carried out in accordance with prevailing market conditions.

The rationale for deviating from the shareholders’ pre-emption rights is to broaden the shareholder base, as well as the fact that a directed issue provides the opportunity to, at favorable terms, raise capital in a time- and cost-effective manner. This is in line with the assessment of the Company’s board of directors that it is in the Company’s and the shareholders’ best interest to carry out an issue with deviation from the shareholders’ pre-emption rights.

The Directed Issue entails an initial dilution of 7,29 percent of the number of shares and votes in the Company. Through the Directed Issue, the number of outstanding shares will increase by 885,000, from 11,261,256 to 12,146,256. The share capital will increase by SEK 56,640.000, from SEK 720,720.384 to SEK 777,360.384. The issue costs amount to approximately SEK 1.5 million.

Warrants to current shareholders in Veg of Lund
In order to provide current shareholders with the opportunity to be compensated for the dilution arising from the Directed Issue, the board of directors in Veg of Lund has resolved to simultaneously issue 489.619 warrants of series TO1 (i.e. the same series as in the Directed Issue) to current shareholders in the Company free of charge. The record date for receiving the free of charge warrants of series TO1 will be announced as soon as the warrants are registered at Bolagsverket. The shareholders of Veg of Lund will receive one (1) warrant of series TO1 for every twenty-three (23) shares held on the record date. Round down will be applied if necessary.

The investors that have participated in the Directed Issue will not receive their shares before the record date and will therefore not have the right to receive any warrants that are issued to the current shareholders.

Terms and information regarding warrants of series TO1
A total of 784,619 warrants of series TO1 are issued, where 295,000 are issued to investors in the Directed Issue and 489,619 are issued to current shareholders in the Company.

One (1) warrant of series TO1 gives the holder the right to subscribe for one (1) new share in Veg of Lund during the period from and including 25 February 2022, up to and including 10 March 2022 to a subscription price which will be established in accordance with the following:

70 percent of the volume weighted average price of the Company’s share during the period from and including 10 February 2022, up to and including 23 February 2022. The subscription price shall however never be determined to an amount below the quotation value of the Company’s share or to a higher amount than SEK 51.00.

Warrants of series TO1 will, upon full exercise, provide the Company additional funds of a maximum of approximately SEK 40 million, based on the maximum subscription price. The actual issue amount will depend on the finally established subscription price.

Upon full exercise of the warrants of series TO1, the dilution will amount to approximately 6.07 percent, calculated in proportion to the number of shares in the Company following the registration of the new shares of the Directed Issue. Upon full exercise of warrants of series TO1, the number of outstanding shares will increase by 784,619, from 12,146,256 to 12,930,875, and the share capital will increase by SEK 50,215.616, from SEK 777,360.384 to SEK 827,576.000.

Advisor
Mangold Fondkommission AB is the sole bookrunner and financial advisor and Fredersen Advokatbyrå is the legal advisor in connection with the Directed Issue.

For more information, please contact:

Veg of Lund AB
Cecilia Lindwall (CEO)
Telephone: +46 765 014 809
E-mail: cecilia.lindwall@vegoflund.se

This information is such that Veg of Lund AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, on 25 August 2021, at 11:55 p.m. CEST.
 

About Veg of Lund
Veg of Lund develops unique plant-based foods meeting consumers’ demands for taste and sustainability. The company has roots in research at Lund University and owns patented methods for developing new food categories in the fast-growing market for plant-based foods. Veg of Lund’s climate-smart and tasty products are sold in Europe and Asia under the DUG^® and MyFoodie^® brands. The company’s shares were listed on the Nasdaq First North Growth Market under ticker VOLAB. Read more at ir.vegoflund.se. Eminova Fondkommission AB is the company’s Certified Adviser and can be contacted via telephone: +46 8 684 211 10 or e-mail: adviser@eminova.se.

Important information
The release, announcement or distribution of this press release may, in certain jurisdictions, be subject to restrictions. The recipients of this press release in jurisdictions where this press release has been published or distributed shall inform themselves of and follow such restrictions. The recipient of this press release is responsible for using this press release, and the information contained herein, in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in Veg of Lund in any jurisdiction, neither from Veg of Lund nor from someone else. This announcement does not identify or suggest, or purport to identify or suggest, the risks (direct or indirect) that may be associated with an investment in the Company. The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. Mangold Fondkommission AB is acting for Veg of Lund in connection with the Directed Issue and no one else and will not be responsible to anyone other than Veg of Lund for providing the protections afforded to its clients nor for giving advice in relation to the Directed Share Issue or any other matter referred to herein. This press release does not constitute or form part of an offer or solicitation 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 US Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States. The information in this press release may not be announced, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, within or into the United States, Australia, Canada, New Zealand, Hong Kong, Japan, Singapore, South Africa, South Korea or in any other jurisdiction where such announcement, publication or distribution of the information would not comply with applicable laws and regulations or where such actions are subject to legal restrictions or would require additional registration or other measures than what is required under Swedish law. Actions taken in violation of this instruction may constitute a crime against applicable securities laws and regulations. This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (the “Prospectus Regulation”) and has not been approved by any regulatory authority in any jurisdiction. Veg of Lund has not authorized any offer to the public of shares or rights in any member state of the EEA and no prospectus has been or will be prepared in connection with the Directed Issue. In any EEA Member State, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Regulation.

Forward-looking statements
This press release contains forward-looking statements that reflect the Company’s intentions, beliefs, or current expectations about and targets for the Company’s future results of operations, financial condition, liquidity, performance, prospects, anticipated growth, strategies and opportunities and the markets in which the Company operates. Forward-looking statements are statements that are not historical facts and may be identified by words such as “believe”, “expect”, “anticipate”, “intend”, “may”, “plan”, “estimate”, “will”, “should”, “could”, “aim” or “might”, or, in each case, their negative, or similar expressions. The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurances that they will materialize or prove to be correct. Because these statements are based on assumptions or estimates and are subject to risks and uncertainties, the actual results or outcome could differ materially from those set out in the forward-looking statements as a result of many factors. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The Company does not guarantee that the assumptions underlying the forward-looking statements in this press release are free from errors nor does it accept any responsibility for the future accuracy of the opinions expressed in this press release or any obligation to update or revise the statements in this press release to reflect subsequent events. Undue reliance should not be placed on the forward-looking statements in this press release. The information, opinions and forward-looking statements contained in this press release speak only as at its date and are subject to change without notice. The Company does not undertake any obligation to review, update, confirm or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this press release, unless required by law or Nasdaq First North Growth Market regulations.

This disclosure contains information that Veg of Lund is obliged to make public pursuant to the EU Market Abuse Regulation (EU nr 596/2014). The information was submitted for publication, through the agency of the contact person, on 25-08-2021 23:55 CET.

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