Wicket Gaming announces outcome in rights issue

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NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED KINGDOM, THE UNITED STATES, AUSTRALIA, JAPAN, NEW ZEALAND, SOUTH AFRICA, SOUTH KOREA, SWITZERLAND, CANADA, HONG KONG OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

 

Wicket Gaming AB (publ) (“Wicket Gaming” or the “Company”) has completed the rights issue of units, consisting of shares and warrants of series TO2, which was decided by the board of directors on December 2, 2022 (the “Rights Issue”) and approved by the extraordinary general meeting on January 4, 2023. The Rights Issue has been subscribed to a total of 70.7 percent, where approximately 29.3 percent was subscribed through the exercise of unit rights and approximately 41.4 percent was subscribed for without exercise of unit rights. This means that no underwriting commitments will be claimed. The Rights Issue will provide the Company with approximately SEK 33.0 million, of which approximately SEK 26.6 million is in cash and approximately SEK 6.4 million through set-off of existing claims, before issuing costs.

 

Outcome in the Right Issue

The subscription period in the Rights Issue ended on March 7, 2023. The final outcome shows that a total of 2,753,990 units have been subscribed for through the Rights Issue and the Company will thus receive approximately SEK 33.0 million before issue costs of approximately 3.7 MSEK. The Rights Issue has been subscribed to a total of 70.7 percent, where approximately 29.3 percent was subscribed through the exercise of unit rights and approximately 41.4 percent was subscribed for without exercise of unit rights. A total of 537,106 units has been subscribed by Aggregate Media Fund XI KB and AB de Villiers with payment through set-off, amounting to a total of SEK 6.4 million.

 

Upon full exercise of all warrants of series TO2, in the Rights Issue and the directed issue to Formue Nord Fokus A/S, the Company may be provided with an additional capital injection of up to approximately SEK 41.0 million after the exercise period that runs from and including November 1, 2023, up to and including November 14, 2023.

 

Allotment of units subscribed without the support of unit rights

Allotment of units subscribed for without the support of unit rights has taken place in accordance with what is stated in the prospectus that the Company published on February 20, 2023, due to the Rights Issue (the “Prospectus”). Notification of such allocation is announced separately through settlement notes. Nominee-registered shareholders receive notification of allotment in accordance with instructions from the respective nominee.

 

Shares and share capital

Through the Rights Issue, the number of shares in the Company increase by 8,261,970 shares, from 7,791,094 shares to 16,053,064 shares and the share capital increase by SEK 8,261,970, from SEK 7,791,094 to SEK 16,053,064. If all warrants of series TO2 are fully exercised for subscription of new shares in the Company, the number of shares in the Company will increase with an additional 6,841,313 shares, from 16,053,064 shares to 22,894,377 shares, and the share capital will increase with an additional SEK 6,841,313 SEK, from SEK 16,053,064 to SEK 22,894,377.

 

Warrants of series TO2

Each warrant of series TO2 entitles the holder to subscribe for one (1) new share in the Company at an exercise price corresponding to seventy (70) percent of the volume-weighted average price (VWAP) of the Company's share on Spotlight Stock Market during the period from and including October 17, 2023, up to and including October 30, 2023, however not lower than SEK 3.0 and not higher than SEK 6.0 per share.

 

Paid Subscribed Unit

Trading with BTU (Paid Subscribed Units) takes place on Spotlight Stock Market until the BTU have been converted into shares and warrants after the Rights Issue has been registered with the Swedish Companies Registration Office. Registration with the Swedish Companies Registration Office is expected to take place during week 11, 2023.

 

Compensation to underwriters

In connection with the Rights Issue external investors, including Mangold Fondkommission, have provided underwriting commitments. For the underwriting commitments, an underwriting compensation is due of fifteen (15) percent of the guaranteed amount in cash compensation or twenty (20) percent of the guaranteed amount in the form of units with a subscription price corresponding to the subscription price per unit in the Rights Issue. The respective underwriter has the right to choose whether the underwriting compensation is to be paid in cash or in the form of units.

 

Advisors

Mangold Fondkommission AB is the financial advisor to Wicket Gaming in connection with the Rights Issue. Eversheds Sutherland Advokatbyrå AB is the legal advisor to the Company in connection with the rights issue.
 

For more information, please contact:

Eric de Basso, CEO, Wicket Gaming AB

E-mail: eric@wicketgaming.com

Phone: +46 70 780 52 00

 

About Wicket Gaming

Wicket Gaming is a Swedish gaming and digital education company consisting of two verticals, Games and EdTech. Within the Games vertical, the business idea is based on developing and distributing free-to-play games ("F2P") within mobile games for Android and iOS. Within EdTech, the Company focuses on developing products in genres such as Game-based Learning and Serious Games, it is in these areas that Wicket Gaming has identified the greatest synergies between the Company's two verticals.For more information, see Wicket Gaming's website www.wicketgaming.com.

This information is information that Wicket Gaming 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 persons set out above, at 19:15 CET on March 9, 2023.

 

Important information

Publication, announcement, or distribution of this press release may, in certain jurisdictions, be subject to restrictions according to law. Recipients of this press release in those jurisdictions, in which this press release has been announced or distributed, should inform themselves of and follow such legal restrictions. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in Wicket Gaming in any jurisdiction. Invitation to the persons concerned to participate in the Rights Issue will only take place through the EU growth prospectus which the Company intends to publish in connection with the Rights Issue.

 

This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the US Securities Act of 1933, as amended. The information in this press release may not be announced, published or distributed in or into the United Kingdom, the United States, Australia, Japan, New Zealand, South Africa, South Korea, Switzerland, Canada, Hong Kong or in any other jurisdiction where the announcement, publication or distribution of the information would not comply with applicable laws and regulations.

 

Within the European Economic Area, no offer is made to the public of securities in any country other

than Sweden. In other Member States of the European Union, such an offer may only be made in accordance with the exceptions in the Prospectus Regulation (EU) 2017/1129.

 

This press release contains certain forward-looking information that reflects the Company’s present view of future events as well as financial and operational development. Words such as “intend”, “assess”, “expect”, “may”, “plan”, “believe”, “estimate” and other expressions entailing indications or predictions of future development or trends, not based on historical facts, constitute forward-looking information. Forward-looking information is inherently associated with both known and unknown risks and uncertainties as it depends on future events and circumstances. Forward-looking information is not a guarantee of future results or development, and actual outcomes may differ materially from the statements set forth in the forward-looking information.

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