Parans Solar Lighting draws down a third tranche of convertibles of SEK 2 million
Parans Solar Lighting AB (publ) ("Parans") draws down a third tranche from European Select Growth Opportunities Fund (the "Investor") and issues free warrants to its shareholders.
On 20 November 2017, Parans entered into an investment agreement with the Investor (the "Agreement"). On 8 March 2018, Parans and the Investor signed an amendment agreement relating to the Agreement (the "Amendment Agreement") providing, inter alia, the issuance of four tranches of SEK 2 million each, and Parans issued at this occasion a second tranche of SEK 2 million (see press release dated March 9, 2018).
On the evening of 14 August 2018, Parans’ board of directors decided to draw down a third tranche pursuant to the Agreement and the Amendment Agreement as well as the issuance of the Notes and warrants under this third tranche. The issuance is within the limitations of the authorization from the shareholder's meeting registered with the Swedish Companies Registration Office on 22 May 2018.
The capital will continue to be used to secure the ongoing launch of the new SP4 system relating to marketing investments and build-up of the production capacity.
The transaction is carried out through the issuance of convertible notes (the "Notes"). In connection with the transaction, Parans will also issue warrants related to the second and third tranches, as well as free warrants to existing shareholders ("Shareholders Warrants") to protect them against dilution. One (1) Shareholder Warrant will be allocated for 42 shares. The Shareholders Warrants will have the same characteristics as those of the Investor.
Highlights about the third tranche:
- The third tranche of SEK 2 million is carried out through the issuance of Notes with warrants attached to the Investor.
- The Notes have a principal amount of SEK 10,000 each. They bear no interest and have a maturity of 12 months from the date of the registration of their issuance with the Swedish Companies Registration Office. During their term, the Investor may request to convert any or all of the Notes at a variable conversion price representing a 10 % discount to the lowest closing bid price over the 15 trading days (the “Reference Price”) preceding the conversion date.
- Upon such conversion request, Parans has the option to remit, at its discretion, cash, shares in Parans or a combination of both. This characteristic will enable Parans to manage the potential dilution resulting from the Notes.
- The warrants have a maturity of five (5) years from the date of the registration of their issuance with the Swedish Companies Registration Office and will immediately be detached from the Notes. Each Warrant gives right to subscribe for one (1) new share (subject to standard adjustments in accordance with the terms and conditions of the warrants) in Parans at a fixed strike price representing a 20% premium of the Reference Price on the date of the request from Parans to issue a new tranche.
- In the specific case of this third tranche, the strike price will be SEK 3.60.
- The Shareholders Warrants will have the same characteristics as those of the Investor and will together be admitted to trading on Spotlight Stock Market.
- Tranche amount: SEK 2,000,000
- Reference Price: SEK 3.00
- Strike price of warrants: SEK 3.00 * 120% = SEK 3.60
- Number of Notes: 2,000,000 / 10,000 = 200 Notes
- Number of warrants: 2,000,000 * 100% / 3.60 = 555,555
- Number of additional Shareholders' Warrants: 542,999 (42 shares entitle to 1 Shareholder Warrant)
For terms and conditions of the Notes and warrants, please visit Parans website:
For more information, please contact:
Anders Koritz, CEO at Parans Solar Lighting AB (publ), phone +46 733 211635, email@example.com www.parans.com
About Parans Solar Lighting AB (publ)
Parans Solar Lighting offers sunlight for indoor environments through an innovative system that captures and leads the rays of the sun. Parans, which developed and patented the technology, turns mainly to property owners, architects and larger employers worldwide. Parans Solar Lighting is quoted on Spotlight Stock Market and has office in Mölndal, Sweden.
This information is information that Parans Solar Lighting AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at August 15th, 2018.