• news.cision.com/
  • Fuud/
  • Fuud carries out a directed issue of shares to guarantors in connection with the completed rights issue

Fuud carries out a directed issue of shares to guarantors in connection with the completed rights issue

Report this content

STOCKHOLM, 6 July 2022 15.30 CEST

FUUD AB (publ) ("Fuud" or the "Company") has completed the rights issue of units which was resolved upon by the Board of Directors of the Company on 20 May 2022 (the "Rights Issue"). In connection herewith, in accordance with the guarantee agreements that have been entered into and previously have been communicated, a directed issue of 2,086,955 shares is carried out to those guarantors in the Rights Issue who have chosen to receive guarantee commission in the form of newly issued shares in the Company (the "Remuneration Issue"). The subscription price in the Remuneration Issue is set at SEK 0.23 per share and payment is made by offsetting the guarantors' claims.

As previously communicated in connection with the Rights Issue, the guarantors had, in accordance with the guarantee agreements entered into, the opportunity to choose to receive guarantee commission in the form of cash compensation or newly issued shares in the Company. A number of guarantors have chosen to receive the guarantee commission in the form of newly issued shares. Due to this, the Board of Directors has today, pursuant to the authorization granted by the Annual General Meeting on 14 June 2022, resolved on the Remuneration Issue, which comprises a total of 2,086,955 shares.

The reason for the deviation from the shareholders' preferential rights in the Remuneration Issue is to fulfil the Company's obligations under the guarantee agreements entered into.

Payment in the Remuneration Issue shall be made by offsetting the respective guarantor’s claim for guarantee commission. The subscription price has been set to SEK 0.23 per share, corresponding to the subscription price in the Rights Issue. Through the Remuneration Issue, the number of shares in Fuud increases by 2,086,955 shares to a total of 702,869,453 shares and the share capital increases by a total of SEK 104,347.75 to SEK 35,143,472.65 (based on the number of outstanding shares and the share capital in the Company after the Rights Issue). The dilution due to the Remuneration Issue amounts to approximately 0.30 per cent.

Advisers

Redeye AB acts as financial adviser and Törngren Magnell & Partners Advokatfirma KB acts as legal adviser in connection with the Rights Issue. Nordic Issuing AB acts as issuing agent in connection with the Rights Issue.

For more information, contact:

Peter Blom, CEO

E-mail: peter.blom@fuudunited.com

Phone: +46(0)70 655 56 98

About the Fuud Group

With the vision of becoming a leading Nordic company in the FMCG market, Fuud brings together a number of exciting Swedish brands within Functional Foods under one roof, in order to jointly challenge the existing players in one of the food industry's fastest growing categories.

Fuud is growing through a combination of organic growth and acquisitions with a strong focus on high-quality content, exciting innovations and attractive design. Fuud's goal is to offer new and better alternatives than those already on the market, and at the same time contribute to both better health and increased quality of life for the Nordic population.

With a naturally built-in forward-thinking spirit, a strong and motivated sales force and a number of experienced key players in management and the board, Fuud has created a balance between muscle, drive and experience. The Fuud Group currently has the following brands: iQ Fuel, Homie, Beijing8, Juica, Juice Culture, Bacoccoli, Frill, Nathalie’s, Barfly, Bezzt of Nature and Legendz.

The company is based in Stockholm and is listed on the Nasdaq First North Growth Market, short name Fuud. FNCA Sweden AB is the company's Certified Adviser. Tel. +46 (0) 8 528 00 399, email info@fnca.se.

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SINGAPORE, SOUTH AFRICA, SOUTH KOREA, SWITZERLAND, RUSSIA, BELARUS OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURE.

IMPORTANT INFORMATION

The information in this press release does not constitute an offer to acquire, subscribe or otherwise trade in units, unit rights or other securities in Fuud. No action has been taken and measures will not be taken to allow an offer to the public in any jurisdiction other than Sweden. The invitation to interested persons to subscribe for shares in Fuud will only be made through the Prospectus, which was published on 8 June 2022.

Neither unit rights, paid subscribed units ("BTU") nor newly issued shares have been recommended or approved by any US federal or state securities authority or regulatory authority. No unit rights, BTUs or newly issued shares have been registered or will be registered under the United States Securities Act of 1933 in its current wording, or under any other applicable law in the United States, Australia, Hong Kong, Japan, Canada, New Zealand, Switzerland, Singapore, South Africa, South Korea, Russia, Belarus or in any other country where the Rights Issue or distribution of the press release is contrary to applicable laws or regulations or requires that further prospectuses be prepared, registered or that any other measure is taken in addition to what is required by Swedish law. Accordingly, the press release, as well as the Prospectus, application form and other documents attributable to the Rights Issue, may not be released, published or distributed, directly or indirectly, wholly or partly, to or within any such jurisdiction.

This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 (the “Prospectus Regulation”) and has not been approved by any regulatory authority in any jurisdiction. In any EEA Member State, other than Sweden, this communication is only addressed to and is only directed at “qualified investors” in that Member State within the meaning of the Prospectus Regulation.

In the United Kingdom, this document and any other materials in relation to the securities described herein is only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, “qualified investors” (within the meaning of the United Kingdom version of the EU Prospectus Regulation (2017/1129/ EU) which is part of United Kingdom law by virtue of the European Union (Withdrawal) Act 2018) who are (i) persons having professional experience in matters relating to investments who fall within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”). In the United Kingdom, any investment or investment activity to which this communication relates is available only to, and will be engaged in only with, relevant persons. Persons who are not relevant persons should not take any action on the basis of this press release and should not act or rely on it.

This announcement may include forward-looking statements, which are based on Fuud’s current expectations and projections about future events and financial and operational development. Words such as “intends”, “will”, “expects”, “anticipates”, “may”, “plans”, “estimates”, and other expressions that imply indications or predictions of future developments or trends, constitute forward-looking information. Forward-looking information is inherently associated with both known and unknown risks and uncertainties as it depends on future events and circumstances. Forward-looking information does not constitute a guarantee of future performance or development and actual results may differ materially from what is expressed in forward-looking information.

This information, the opinions, and forward-looking statements contained in this announcement, are applied only at this date and are subject to change without notice. Fuud makes no commitments to disclose updates or revisions to forward-looking information, future events, or similar circumstances, other than as required by applicable law

This English announcement is an unofficial translation of the original Swedish announcement. In case of any discrepancies between the Swedish announcement and the English translation, the Swedish announcement shall prevail.