MEEW A/S RECEIVES APPROVAL FOR LISTING ON SPOTLIGHT STOCK MARKET AND PUBLISHES MEMORANDUM

MeeW A/S (“MeeW” or the “Company”) hereby announces that Spotlight Stock Market has given its approval for listing of the Company’s securities on Spotlight Stock Market. The approval is given under the condition that MeeW raises the minimum limit and obtains a sufficient ownership dispersion in its upcoming initial public offering of maximum approx. DKK 18.5 million (the “IPO” or the “Offer”). MeeW hereby also publishes the memorandum relating to the Offer. The subscription period in the Offer runs from 21 February 2023 until and including 7 March 2023. MeeW has received pre-subscription commitments amounting to approx. DKK 9.3 million and guarantee commitments amount to approx. DKK 5.55 million, in total approx. DKK 14.85 million corresponding to approx. 80 percent of the Offer. The memorandum is available at MeeW’s (www.meew.dk), SeaHouse Capital ApS’s (www.seahousecapital.dk), Nordic Issuing AB’s (www.nordic-issuing.se), and Spotlight Stock Market’s (www.spotlightstockmarket.com) websites.

Press release
Copenhagen, 17 February 2022

Armin Kavousi, CEO, comments

“MeeW is a Danish tech venture builder with several brands united by a common goal – to incubate, build and invest in technology, shaping the future of digitalization for many generations to come. We believe in people with great ideas and ambitions. Technology doesn’t just progress – it is innovative ideas and many hours of development that drives the progress. We help others to fulfill their ideas and dreams by offering end-to-end solutions within, among other things, software development, design, and marketing. We also back pioneers of tech to fulfill their visions by providing consultancy hours in exchange for shares, thereby becoming a part of their exciting journeys. MeeW also develops its own market-leading brands and solutions, transforming ideas into services. Our brands, services, and investments are within the scope of apps, SaaS businesses, hardware, machine learning and self-monitoring technologies, to name a few. MeeW has everything gathered under one roof, meaning that we have all the expertise to realize our own ideas and make them successful businesses. Our team and I are looking forward to MeeW’s exciting future – to build the strongest and most innovative technology company based in the Nordics.”

About the Company and motive for listing and IPO

MeeW operates as a tech venture builder in the field of technology, digitalization, and automation. Until now, its main focus has been on building its own tech brands, developing IT services for clients and backing tech pioneers through investments. The focus of the Group is fully on these core businesses and thus growing MeeW as an entity while scaling the subsidiaries, investments, and brands. MeeW experiences an increased demand for its brands, services, and investments, especially in the fields of consultancy services and academy program. For the period 1 January – 31 December 2022, the Company’s net revenue amounted to DKK 20,189,340, which is an increase of 169 percent compared to its net revenue in 2021.  

In the short term, MeeW will focus on scaling the existing business and its brands even more, as well as launching new brands. To finance this, the Company intends to carry out a new issue of shares and list its shares on Spotlight Stock Market in March 2023. The Offer is intended to provide MeeW with a maximum of DKK 18.5 million before deduction of transaction related costs of DKK 2.5 million including guarantee compensation, and of which DKK 14,85 million are secured in advance via pre-subscription and guarantee commitments. The terms are market-based and the same for pre-subscribers as for others subscribing in the IPO.

According to the Board of Directors and executive management, MeeW is well positioned for future organic growth with a strong focus on its brands, services, and investments. The IPO will support the Company’s continued growth and provide MeeW with access to capital markets. It also gives the Company a greater ability to grow and expand. MeeW has, according to the Board of Directors, an already well-established transparency, prestige, and credibility, which will give the Company a better foundation for international expansion. The IPO also adds to the Company’s ability to acquire and invest in early-stage startups and investment cases, that the Company has access to through network and partnerships. Additionally, according to the Board of Directors, MeeW’s well-branded reputation will attract even more talents and high-level profiles by operating in a listed environment. 

The issue proceeds are mainly intended to increase sales activities and marketing efforts through MeeW STUDIOS, as well as finance each brand belonging to the Group in order for them to go to the market. This will in turn create value to the existing business, and thus contribute to MeeW’s continued growth and expansion.

The net proceeds of DKK 16 million are intended to finance the following activities, ordered by priority:

• Scaling the subsidiary MeeW STUDIOS in terms of recruitment, increased sales activities, and increased marketing efforts (30 percent).
• Personnel costs and other operating expenses (16.5 percent).
• Recruitment of a “Head of” for each brand that will be launched during 2023 and 2024 (10 percent).
• Allocate capital for each subsidiary belonging to the Group in order for them to launch and execute their own go-to-market strategy (25 percent).
• Marketing and sales activities for each brand owned by MeeW (18.5 percent).

Summary of the Offer

• Subscription period: 21 February 2023 – 7 March 2023.
• Subscription price: DKK 8,25 per share. The minimum subscription post is 500 shares, corresponding to DKK 4 125.
• Issue volume: The Offer comprises no more than 2,242,424 shares and no less than 1,800,000 shares, equivalent to respectively DKK 18,5 million and DKK 14,85 million before deduction of transaction related costs of DKK 2.5 million (including guarantee compensation).
• Valuation (pre-money): Approx. DKK 40,3 million.
• Pre-subscription commitments: The Company has received pre-subscription commitments of approx. DKK 9.3 million, corresponding to approx. 50.3 percent of the share issue volume and guarantee commitments of approx. 5.55 million corresponding to approx. 29.9 percent.
• Lock up: The Company’s existing shareholders, including members of the Board of Directors and executive management, who together own 100 percent of the shares in MeeW, have entered into binding lock up-agreements prior to the planned IPO. The lock up-agreements also applies to any shares purchased and allocated in connection with the IPO. This means that the relevant shareholders undertake not to sell any of their respective shareholdings in the Company for at least 12 months from listing on Spotlight Stock Market. However, shareholders with less than 10 percent ownership, will be able to sell 10 percent of their shares during the lock up-period. 14.6 percent of the capital and shares are held by shareholders with less than 10 percent ownership. Hence, 74.7 percent of the shares are covered by the lock up agreements.
• Number of shares before the share issue: 4,886,300 shares.
• Expected first day of trading on Spotlight Stock Market: 16 March 2023.
• Ticker and ISIN: MEEW and DK0062268413

Advisors and issuing agent

SeaHouse Capital ApS is the financial advisor in connection with the IPO. Magnusson Denmark Advokatpartnerselskab is the legal advisor and Nordic Issuing AB is the issuing agent. Shark Communication AB has assisted the Company with advice regarding communication.

For more information about the IPO, please contact:

SeaHouse Capital ApS

Phone: +45 70 60 55 62

E-mail: info@seahousecapital.dk

Website: www.seahousecapital.dk

For more information about MeeW, please contact:

Armin Kavousi, CEO

Phone: +45 60 11 77 84

E-mail: armin@meew.dk

Website: www.meew.dk

MeeW is a group of independent subsidiaries and brands with a common focus on being a tech venture builder within technology, digitalization, and automation. The main area of business within the Group is SaaS development, IT consultancy, and IT investments. With a mission to build own market leading brands, investing in promising tech companies and develop groundbreaking services, MeeW aims to build a digital bridge between the technology of today and future generations.