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Penneo A/S: The offering of new shares in the offer period was oversubscribed by 19.4x

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MUST NOT BE PUBLISHED, DISTRIBUTED, OR SUPPLIED OR PARTICULAR, DIRECTLY OR INDIRECTLY, IN OR TO US, AUSTRALIA, CANADA OR JAPAN.

Company Announcement No. 3-2020

Copenhagen, May 26th, 2020

Today, Penneo A/S announces the result of the offering of new shares in connection with the listing of the Company on Nasdaq First North Growth Market Denmark cf. Company Announcement no.1 2020 of May 7th and the Company Description published on May 7th.

As planned, the offer period was concluded on May 25th 11.59pm (CEST).

The Company’s offer of shares in the range from 4,068,716 to 4,520,796 at an offer price of 11.06 DKK per share is fully subscribed. The final amount of shares offered in the period therefore amounts to 4,520,796. Hence, the gross proceeds from the offering amounts to DKK 50,000,003.76, and will be invested in the Company’s Sales, Marketing and Product Development activities.

In addition to the 3,252,690 new shares that were allocated to investors in the pre-subscription period, the Company received 6,974 orders for a total of 25,829,637 new shares in connection with the public offering. In total, this amounts to an oversubscription of the new shares offered of 4.7x of the total offering, and an oversubscription of 19.4x of the new shares available in the public offering.

The first day of trading at Nasdaq First North Growth Market Denmark is expected to be June 2nd under the ticker ‘PENNEO” under permanent ISIN:DK0061283009.

Penneo’s CEO, Niels Henrik Rasmussen states about the offer period “We are very pleased with the result of the offering and in particular we are humbled by the interest and trust that investors have shown in us. We are well aware of our responsibility towards our shareholders and we will be strongly focused on building a positively developing equity story over the course of time. The positive development will particularly be fueled by our internationalisation and potential to become a de facto standard. We will invest the proceeds from the offering to hire more skilled developers to offer new services to existing customers and acquire new customers in new markets.”

Penneo’s Certified Advisor, Jesper Skaarup Vestergaard, Partner at Grant Thornton echoes Niels Henrik Rasmussen’s takeaway on the offer period ”As a result Penneo’s very strong fundamentals and the strong awareness that Grant Thornton, together with the management of Penneo, have created in the Danish investment community, we envisage that both the equity story and the liquidity in the stock will be strong. This will most likely enable a transparent and market driven share price, where the future positive development of the business case will be reflected in the share price development (NASDAQ ticker: "PENNEO”). In other words, we believe that we with the work that has been performed have created the perfect launch ramp for both the company’s growth ambitions and for its current and future shareholders.”

Summary of the offering

  • The Company issues 4,520,796 shares as a result of the offering at a share price of DKK 11.06 per share.

  • The gross proceeds from the offered shares amount to DKK 50,000,003.76 corresponding to an offer price per share of DKK 11.06

  • 72% of the maximum offer of DKK 50,000,003.76 have been signed before the offer period.

  • Shares have been allocated to a total of 1759 investor depositaries.

  • The ‘free float’ which is the amount of the share capital held by public investors, constitutes 16% of the share capital after the completion of the offering.

  • As a result of the significant interest for the shares, all subscription orders between 3,350 shares and 22,603 shares have been allocated 362 shares, corresponding to the minimum subscription.

  • All subscription orders below 3,350 shares have not received allocation of shares.

  • All subscription orders above DKK 250,000 corresponding to 22,604 shares have been allocated on the basis of the Company’s individual assessment.

  • The 30 investors that pre-subscribed for 3,252,690 shares before the publication of the Company Description, have all been allocated full subscription of shares.

  • After completion of the offering the share capital of the Company will be increased from nominally DKK 412,198.64 distributed on 20,609,932 shares of DKK 0.02 to nominally DKK 502,614.56 distributed on 25,130,728 shares of DKK 0.0.
  • Registration of the capital increase at the Danish Business Authority (in Danish: Erhvervsstyrelsen) is expected to take place on May 28th 2020.
 

Proceedings at the extraordinary general meetingToday, an extraordinary general meeting was held in accordance with the company announcement previously made on May 11th 2020. The resolutions proposed by the Company’s board of directors in the notice of May 11th to issue warrants and to amend the Company’s articles of association were adopted at the general meeting. 

Updated articles of association will be made available at https://penneo.com/da/investors/ as soon as possible.

Additional informationThe first trading day of the Company’s shares at Nasdaq First North Growth Market Denmark is expected to be June 2nd 2020 under the ticker PENNEO under permanent ISIN:DK0061283009.
As a prerequisite to trade, Nasdaq First North Growth Market Denmark, must formally approve the spread of Penneo’s shares. The Company’s Certified Advisor and book runner is Grant Thornton. The Company is additionally advised by Elmann Advokatpartnerselskab and Deloitte Statsautoriseret Revisionspartnerselskab. The Company has chosen Danske Bank as settlement agent in relation to the offering.

 

Further Information 

CEO, Niels Henrik Rasmussen

Mobile (+45) 2123 4634

Email nhr@penneo.com

PENNEO A/S VEGA, Enghavevej 40, 4th floor, 1674 Copenhagen V Denmark


 

Certified Advisor

Grant Thornton

Jesper Skaarup Vestergaard Direct

(+45) 35 27 50 11,  Mobile (+45) 31 79 90 00

Grant Thornton Stockholmsgade 45 2100 Copenhagen Ø Denmark

About Penneo A/S

Penneo A/S (Penneo) is a Software-as-a-Service (SaaS) company originally founded to help companies digitally sign documents. Penneo was founded by 6 Danish entrepreneurs, who got together with a shared ambition to reduce the “hassle to get documents signed” by replacing pen and paper with a digital alternative. This new digital “pen” (Pen-neo) was launched in 2014 where Penneo was officially established.Today, Penneo has evolved into an eco-system of automation solutions that digitizes company workflows related to onboarding of customers (KYC), and signing and management of documents in a secure and easy way. The Company offers a RegTech solution that helps companies comply with regulations in an efficient and inexpensive way.

Important information

This notice does not constitute a business description or prospectus. No person should buy or subscribe for shares in Penneo A/S, unless this is done on the basis of information in the company description published by Penneo in connection with the offering and admission of shares to trading on Nasdaq First North Growth Market Denmark. The company description is available on the Company's website. This notice does not constitute an offer to sell or an invitation to offer to purchase shares issued by the Company in any jurisdiction where such offer or sale would be illegal and the notice and information contained therein may not be directly or indirectly distributed or disclosed in or to such jurisdictions. The offering is carried out in accordance with Danish law and the new shares are only offered in Denmark. Relationships dealt with in this Communication may constitute forward-looking statements that do not constitute historical facts. The forward-looking statements in this announcement are based on a number of assumptions, many of which are based on additional assumptions. Although Penneo estimates that these assumptions were reasonable as they were made, they are inherently associated with significant known and unknown risks, uncertainties, unforeseen events, and other material issues that are difficult or impossible to predict or beyond the control of the Company. Such risks, uncertainties, unforeseen events, and other material matters may cause actual events to differ materially from the expectations expressed or implied in the forward-looking statements contained herein. The information, views and forward-looking statements contained in this notice apply only to the date of publication of this notice and are subject to change without notice.
 

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