Insplorion’s rights issue significantly oversubscribed

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The subscription period for the rights issue in Insplorion ended on 15 December 2020. The subscription ratio in the rights issue amounted to 307 percent. Insplorion will receive proceeds from the issue amounting to SEK 30.3 million before transaction costs.

• The subscription ratio in the rights issue amounted to 307 percent
• Of the allotted shares, 95.6 percent of the rights issue was subscribed for by exercise of subscription rights and 4.4 percent of the rights issue was subscribed for without subscription rights.
• Subscription undertakings amounted to approximately SEK 3.7 million and guarantee commitments amounted to approximately SEK 26.6 million.
• No guarantee commitments have been utilized.

Patrik Dahlqvist, CEO Insplorion
“It is both exciting and empowering for our entire team that both existing and new shareholders choose to invest in us to this level. The capital injection will enable an acceleration of primarily our hydrogen and battery sensor projects, which are both parts of rapidly growing markets. We will, of course, do everything in our power to manage this trust in the best possible way. As previously communicated, we also look forward to an approval from Nasdaq regarding the list change to Nasdaq First North Growth Market, which is planned to take place in early 2021”.

The company will receive SEK 30.3 million before deduction of costs related to the transaction (primarily consisting of compensation for guarantee commitments, fees to advisors and costs for practical management). The rights issue consists of 1,515,778 new shares with preferential rights for the company’s shareholders. The subscription price is SEK 20 per new share and the subscription period ended on 15 December 2020.  

Each guarantor can choose whether the guarantee commission shall be paid by the company in cash, or in new shares whereby each new share shall have a value corresponding to SEK 20. Guarantors have indicated interest to exercise this option in respect of a total of 123,725 new shares.

Through the rights issue, the number of shares in Insplorion will be increased by 1,515,778 from 11,352,557 to 12,868,335 (based on the assumption that the directed new share issue, see below, has been fully registered before registration of new shares from the rights issue but excluding the 123,725 new shares, based on current indication, to be issued as payment of guarantee commission). The new shares subscribed for in the rights issue by exercise of subscription rights are estimated to be registered with the Swedish Companies Registration Office during week 52. Last day of trading in the paid-up subscribed shares (“BTA”) is expected to take place in connection with registration with the Swedish Companies Registration Office. The new shares subscribed for in the rights issue without subscription rights are estimated to be registered with the Swedish Companies Registration Office within a few days following payment by those who have been allocated shares in accordance with the instructions in the contract note. The new shares are expected to be subject to trading at Spotlight Stock Market within a few days following registration with the Swedish Companies Registration Office.

Allocation of shares subscribed for without subscription rights will be made in accordance with the principles outlined in the prospectus. As confirmation of allocation of shares subscribed for without subscription rights, a contract note will be sent to those who have been allocated shares on or around 18 December 2020. No communication will be sent out to those who have not been allocated shares. Subscribed and allocated shares must be paid for in cash in accordance with the instructions in the contract note sent to those who have been allocated shares. Shareholders with nominee-registered holdings will receive confirmation of the allocation in accordance with the procedure of the respective nominee. Only those who have been allocated shares will be notified.

On 6 November 2020, the company carried out a directed issue of 1,500,000 new shares. Through the directed new share issue, the company will receive SEK 30 million before deduction of costs related to the transaction. The subscription price amounted to SEK 20 per new share. The subscribers in the directed issue consisted of a limited number of Swedish and international institutional investors as well as one pre-existing shareholder, whereas the largest investors (in terms of amount) was AP Venures Fund II GP LLP, Formue Nord A/S and Thorén Tillväxt AB and one additional UK based investment fund. 

AP Venures' payment of the shares subscribed for in the directed issue (corresponding to SEK 9 million) was conditional on that gross proceeds from the directed issue and the rights issue exceeded SEK 41 million (i.e. in addition to the SEK 9 million that AP Ventures now has contributed as payment for new shares in the directed issue). As this condition now is met, AP Ventures has paid for the shares subscribed for in the directed issue. Payment has thus been made in respect of all 1,500,000 new shares issued in the directed issue.

ADVISORS
Naventus Corporate Finance AB is financial advisor and Setterwalls Advokatbyrå AB is legal advisor to Insplorion in connection with the rights issue.

For more information, please contact:
Patrik Dahlqvist, CEO Insplorion
Tel: +46 72 362 32 61
Email: patrik.dahlqvist@insplorion.com
 
About Insplorion
Insplorion AB, with its disruptive sensor platform NanoPlasmonic Sensing (“NPS”), operates within four fields; air quality sensors, hydrogen sensors, battery sensors and research instruments. The sensors are small, durable and cost efficient at volume production. Our sensor technology enables air quality sensors at home, in cars and in public environment. Our hydrogen sensors show a sub-second response time, making them the fastest in the world and will promote the growth of hydrogen infrastructure. The battery sensor optimizes battery control and usage. Our instruments give scientists around the world nanometer sensitive real time data of surface processes in fields like catalysis, material- and life science.

About Naventus 
Naventus Corporate Finance AB is an independent privately-held financial advisor offering services relating to qualified advice regarding IPOs, capital raises and M&A to listed and unlisted companies and their owners. www.naventus.com

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Information to distributors
For the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) national implementing measures, (together the "MiFID II Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the offered shares have been subject to a product approval process, who have established that these shares are: (i) suitable for a target marked consisting of non-professional investors and investors who fulfil the criteria for professional clients and eligible counterparties, each as defined in MiFID II, and (ii) suitable for distribution through all distribution channels that has been approved in MiFID II ("Target Market Assessment"). Irrespective of the Target Market Assessment, distributors should note that: the price of the shares in the company may decline and investors could lose all or part of their investment; the company's shares offer no guaranteed income and no capital protection; and an investment in the company's shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The target market assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the issues.

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Each distributor is responsible for undertaking its own target market assessment in respect of the company's shares and determining appropriate distribution channels.

Insplorion AB (publ)
Arvid Wallgrens backe 20
SE-413 46 Göteborg
SWEDEN

+46 31 380 26 95
info@insplorion.com
www.insplorion.com