Seamless issues new shares at a total subscription price of MSEK 320 after an accelerated book building process
Stockholm, 2013-11-05 08:35 CET (GLOBE NEWSWIRE) --
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN, OR INTO, THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA.
Seamless Distribution AB (publ) ("Seamless") announces that the accelerated book building process, arranged by Joh. Berenberg, Gossler & Co. KG ("Berenberg"), announced in a press release on 4 November 2013, has been completed, whereupon Seamless, in a directed issue, has issued 8,000,000 shares (the "Shares") to Berenberg. The final subscription price, established through the accelerated book building, amounts to SEK 40 per share, in total SEK 320,000,000 before issue costs. Berenberg will sell the Shares to selected qualified international institutional investors.
The board of Seamless has, pursuant to an authorisation granted by the annual general meeting 2013, resolved on a directed issue of shares, with the purpose of providing Seamless with funds to continue its national and international expansion. The reason for the deviation from the preferential rights of the shareholders is mainly to strengthen Seamless' financial position and to diversify its shareholder base. It is the opinion of the board that the transaction promotes Seamless possibilities to create further value for all shareholders.
he issue entails a dilution for the shareholders of Seamless of approximately 19.5 per cent upon full dilution. Furthermore, the subscription price corresponds to a discount of approximately 15,25 per cent compared to the closing price on 4 November 2013, the last day of trading before the intention to issue new shares was announced and a discount of approximately 2,79 per cent compared to the volume weighted average price for the last three trading days. Payment for the Shares shall be made in cash no later than 7 November 2013. Through the issue, the number of shares in Seamless increases with 8,000,000 from 33,048,374 to 41,048,374 and the share capital increases with SEK 4,000,000 from SEK 16,524,187 to SEK 20,524,187. A prospectus regarding admission for trading of the Shares is expected to be published on or about 11 November 2013. The Shares are expected to be registered by the Swedish Companies Registration Office (Sw. Bolagsverket) on or about 11 November 2013 and admitted for trading on NASDAQ OMX Stockholm on or about 12 November 2013.
Seamless continues to maintain a rapid expansion. To safeguard the beneficial expansion opportunities — mainly as regards the mobile payment solution SEQR — the company now raises funds through a directed issue. The intention of Seamless to raise additional capital to maintain its rapid expansion has been communicated previously, in connection with the rights issue last year, in interim reports and in a press release on 23 August 2013.
"We are very happy that we have now raised further capital from new international, institutional investors. The strengthened financial position is important and makes it possible for us to maintain a continued rapid expansion for the introduction of SEQR in Sweden as well as internationally", comments Peter Fredell, CEO of Seamless.
For further information, please contact:
Peter Fredell, CEO, phone +46 8 564 878 00, peter.fredell@seamless.se
Daniel Hilmgård, CFO, phone +46 70 996 83 33, daniel.hilmgard@seamless.se
About Seamless
Seamless is one of the world's leading providers of mobile phone payment systems and handles more than 3.1 billion transactions each year via 525,000 active sales outlets. Combined with more than eleven years' experience and a presence in about 30 countries, this gives Seamless a strong position in the mobile phone payment market. It is the company's unique transaction platform that makes SEQR possible. Seamless is traded on Nasdaq OMX Stockholm, under the SEAM ticker. www.seamless.se
About SEQR
SEQR, developed by Seamless, is the fastest and easiest mobile payments solution currently available on the market. All customers need to do is use the SEQR app to scan the QR code at the POS terminal and approve the payment by entering their PIN. SEQR works just as well for physical transactions as for e-commerce, and is both faster and more secure than card payments. The technology behind the solution means that there is no investment cost for retailers. All that is required is a QR code sticker at the POS terminal. In addition, the low transaction charges allow the retailer to save money.
www.seqr.se— Twitter: @seqrse— facebook.com/seqrse
About Berenberg
Berenberg is a leading financial institution in Europe, with 1,100 employees in 17 offices, total assets of EUR 4.3 billion and assets under management of more than EUR 28 billion. Objective in thought, approach and structure, the owner-managed bank operates globally with headquarters in Hamburg. Established in 1590, Berenberg is now a modern partnership with unlimited liability, and is active in four core business divisions: Private Banking, Investment Banking, Asset Management, and Corporate Banking. With more than 150 people in its London office, Berenberg's UK operations provide best-in-class European equity and economic research, distribution and execution as well as state-of-the-art private banking capabilities. Berenberg opened its London office in 2003 and launched its London based Private Banking operations in 2011
The material set forth herein is for informational purposes only and does not constitute an offer of securities for sale in the United States or any other jurisdiction in which such an offer or solicitation is unlawful. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), or the laws of any state, and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state laws. No public offering of securities will be made in the United States.
This information is such information that Seamless Distribution AB (publ) is required to disclose pursuant to the Swedish Securities Market Act and/or the Swedish Financial Instrument Trading Act. The information was released for publication on 5 November, 2013 at 8.35 am (CET).