Issue outcome in Enersize Oyj - SEK 42.5 million is contributed through preferential share issue and directed issue
Enersize Corporation ("Enersize" or the "Company") has completed a rights issue and a directed share issue which in total has added approximately SEK 42.5 million to the company. Subscription in the rights issue together with the directed share issue amounts to a total of 90.4 percent of the previously published subscription space in the preferential rights issue.
The preferential rights issue of shares with pending warrants published on September 24, 2019 (the "Preferential rights issue") has been subscribed to a total of 81.25 percent, with approximately 47.6 percent subscribed for under subscription rights and approximately 33.6 percent subscribed for without subscription rights. Through the Preferential rights issue, the Company receives approximately SEK 38.2 million before issue costs. In addition, the Company receives approximately SEK 4.3 million in a directed issue in accordance with the Board's authorization to set off project loans and receivables ("Directed issue").
Through these issues, Enersize will raise capital to strengthen the organisation's sales, marketing and product organization and repay the Company's short-term loans. Through these issues, the Company's balance sheet is significantly strengthened.
”It feels fantastic that we now have a really good result of the share issue, where the company raises SEK 42.5 million in capital and can now start the expansion we have prepared for and aggressively begin to process our sales pipeline. We therefore intend to continue to strengthen the sales organization and thereby increase our focus on sales, initially in the Nordics and Europe, but also in China and globally. The issue has provided the company with the necessary liquidity and significantly strengthened our balance sheet.”, says Anders Sjögren, Managing Director at Enersize.
Number of shares
The Preferential rights issue now completed included 58,825,944 shares at a subscription price of SEK 0.65 or EUR 0.06 per share. Of the total number of subscription applications, 34,489,567 shares (approximately 48%) were supported by subscription rights and 24,336,377 shares (approximately 34%) were not supported by subscription rights.
In addition, 6,613,800 shares have been added through the now-directed private placement, which means that the Company will receive a total of 65,439,744 new shares. After completed issues, the number of shares in the Company increases from 36 201 508 to a total of 101 641 252, which results in a dilution effect of approximately 64 percent.
Following both issues, the Board of Directors and management have increased their shareholding to 6,047,743 shares, which corresponds to approximately 6.0 percent of the Company. In addition, existing large shareholders Loudspring Oyj, Formue Nord Fokus A / S, Thorkel Investments Oy and Kivla Oy have increased their holdings to 26,833,507 shares, which together represent 26.4 percent of the Company.
Warrants
The pending warrants of Series 2-2019 (TO2) have a strike period from August 31, 2020 through September 11, 2020. The strike price is equivalent to 70 percent of the volume-weighted average price during the period from August 13, 2020 through August 27, 2020, however, never higher than SEK 1.30 (EUR 0.12) or lower than SEK 0.65 (EUR 0.06). The conditions are that one (1) warrants are required to subscribe for one (1) share, which means that the Company can receive a minimum of approximately SEK 19 million and a maximum of approximately SEK 38 million upon full subscription through the exercise of the warrants.
Allocation of shares in the Rights Issue
Allocation of shares subscribed for without subscription rights has been granted in accordance with what is stated in the prospectus. Notice of such assignment is given separately through the sent statement note. Trustee-registered shareholders receive notification of allotment in accordance with instructions from the respective trustee.
Directed new issue
In accordance with the authorization at the Extraordinary General Meeting on September 24, the Board of Directors has decided on a directed offset issue with the aim of converting two remaining project loans to creditors GLD Holding AB and to BietBi Holdings, and to convert parts of salary and claims to staff and advisory companies into shares.
The Private Placement has been made at the same price as the subscription price in the Preferential rights issue, ie SEK 0.65, but has not been eligible for warrants (TO2). The Private Placement has been implemented with the aim of strengthening the Company's balance sheet and, when subscription warrants (TO2) have not been issued, have been executed on worse terms than that offered to other shareholders in the Rights Issue.
In total, project loans and receivables for SEK 4,298,970 have been set off to a total of 6,613,800 shares, of which 4,056,922 are to creditors and 2,556,878 to staff and advisory companies.
Translation of exercise price for warrants of series TO1
Due to the Rights Issue, recalculation has been made in accordance with the terms of the warrants program 1/2019 regarding the subscription price and / or the number of shares that each warrant warrants.
For TO1 / 2019, the new subscription price is SEK 3.22 (previously SEK 4.00). Previously, four (4) warrants gave the right to subscribe for one (1) new share, a new number of warrants that entitle to subscribe for one (1) new share is three (3).
Advisor
Mangold Fondkommission AB is financial adviser to Enersize in connection with the Preferential rights Issue. The law firm Smartius Oy and Eversheds Sutherland Advokatbyrå AB are legal advisors to the Company.
Certified Advisor
Svensk Kapitalmarknadsgranskning AB
E-post: ca@skmg.se
Telefon: +46 11 32 30 732
For more information about Enersize, please contact:
Anders Sjögren, CEO
Telephone: +46(0)730-763530
E-mail: anders.sjogren@enersize.com
The English text is an in-house translation of the original Swedish text. Should there be any disparities between the Swedish and the English text, the Swedish text shall prevail.
Brief information about Enersize
With its proprietary patent-pending automated software, Enersize Q+ for leakage management, data collection and analysis, Enersize can provide 10-50% energy savings in industrial compressed air systems. With Enersize Enterprise, the customers can measure and monitor several factories centrally. Through the recently acquired Enersize LEAQS system, the company has access to more than 9000 leakage management projects, and the associated more than 4000 customers worldwide. The combination of the company’s software services can increase the customer’s savings in running projects, while generating direct license and project revenue. 90% of the manufacturing industry uses compressed air, which constitutes about 2% of the world's total electricity consumption. Among Enersize's existing customers are one of the world's largest manufacturers of flat screens and well-known car manufacturers and steel mills. The company is headquartered in Helsinki, have a sales office in Gothenburg and a development office in Lund. The company is listed on Nasdaq Stockholm First North Growth Market under the ticker: ENERS. www.enersize.com
Important information
This press release is not an offer to subscribe for shares in Enersize and investors should not subscribe or acquire any securities. Invitation to concerned persons to subscribe for shares in Enersize will only be made through the prospectus that Enersize is expected to publish on 24 September 2019.
This press release shall not, directly or indirectly, be released, published or distributed in or to the United States, Australia Japan or Canada or other country where such action as a whole or in part is subject to legal restrictions.
Neither subscription rights, paid subscribed shares (”BTA”), newly issued shares or warrants have been recommended or approved by any US federal or state securities authority or regulatory authority. No subscription rights, BTA, newly issued shares have been registered or will be registered under the United States Securities Act of 1933, as applicable, or in accordance with applicable laws in the United States, Australia, Hong Kong, Japan, Canada, New Zealand, Switzerland, Singapore, South Africa or in any other country where the Rights Issue or distribution of the press release is in violation of applicable laws or regulations or presupposes that a further prospectus is established, registered or that any other measure is undertaken beyond that required by Swedish law.
There is no intention to register any portion of the offer in the United States and the securities issued in the Rights Issue will not be offered to the public in the United States.
This press release may contain certain forward-looking information that reflects Enersize’s current views on future events as well as financial and operational development. Words that are "intended", "come", "judged", "expected", "can", "plan", "appreciate" and other expressions that imply indications or predictions about future developments or trends, constitute forward-looking information. Forward-looking information is inherently associated with both known and unknown risks and uncertainties because it depends on future events and circumstances. Forward-looking information does not constitute a guarantee of future performance or development and actual outcomes may differ substantially from what is stated in forward-looking information. This information, the opinions and the forward-looking statements contained in this press release are valid only on this date and may be amended without notice. Enviro makes no representations about publishing updates or revisions of forward-looking information, future events or similar circumstances other than the applicable law