NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, HONG KONG, JAPAN, SWITZERLAND, SINGAPORE, SOUTH AFRICA, OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION OF THIS PRESS RELEASE WOULD BE UNLAWFUL, BE SUBJECT TO LEGAL RESTRICTIONS OR WOULD REQUIRE REGISTRATION OR OTHER MEASURES. InCoax Networks AB (publ) (“InCoax” or the “Company”) today announces that the Company has completed a directed issue of SEK 38 million corresponding to 3,040,000 shares in the Company. The issue was announced on March 15, 2019 and received large interest from the investors.
The Board of Directors of InCoax has, based on the issue authorisation granted by the Annual General Meeting on 17 May 2018, resolved on a directed issue of 3,040,000 new shares with deviation from the shareholder’s preferential rights at a subscription price of SEK 12.50 per share, which means that the Company will receive gross proceeds of SEK 38 million. The subscription price in the directed issue has been determined by the capitalisation process that was published on March 15, 2019 and entails a discount of approximately 2.6 percent against InCoax’s closing price on March 15, 2019.
The reasons for the deviation from the shareholders’ preferential rights are that the Company has a capital need and that a directed issue implies lower costs and a faster process, which together and with sufficient strength indicates that it is in the Company’s and shareholders’ interest to make an issue with deviation from the shareholders’ preferential rights. The directed issue was subscribed by Saugatuck Invest AB (2 000 000 shares), BLL Invest AB (400 000 shares), Norrlandspojkarna AB (400 000 shares), Wilhelm Risberg (160 000 shares) and Tramontane Invest AB (80 000 shares). The capital injection from the directed issue will be used for the upcoming broad commercialisation of the Company’s solution In:xtnd™and for working capital.
The directed issue entails a dilution of approximately 24.6 percent of the number of shares and votes in the Company. Through the directed issue, the number of outstanding shares and votes will increase by 3,040,000 from 9,321,442 to 12,361,442. The share capital will increase by SEK 760,000.00 from SEK 2,330,360.50 to SEK 3,090,360.50. The new shares will be admitted to trading on Nasdaq First North when the shares have been issued and registered. Payment for the newly issued shares shall be in cash no later than March 20, 2019. The Board of Directors is entitled to decide on an extension of the payment period.
As published on March 15, 2019, the Company also has engaged an advisor to investigate the possibility for the Company to take up debt financing of approximately SEK 30-50 million. The advisor is Västra Hamnen Corporate Finance AB. More information about a possible debt financing will be press released separately if and when the debt financing is received.
Augment Partners AB has acted financial advisor in connection with the directed issue.
This information is such information as InCoax Networks 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 below, at 08:20 CET on March 18, 2019.
For more information, please contact:
Peter Carlsson, CEO, InCoax Networks AB
About InCoax Networks AB (publ)
InCoax is innovating the future of broadband access. In:xtnd™ provides the next-generation smart and sustainable networking solutions to the world’s leading telecom and broadband service providers. For additional information about how we are saving the world from complicated, visit www.incoax.com. Augment Partners AB, tel. +46 8-505 651 72, email@example.com is acting as the Company ́s Certified Adviser.
Publication or distribution of this press release may in some jurisdictions be subject to statutory and legal restrictions and persons in those jurisdictions where this press release has been published or distributed should inform themselves about and observe such restrictions. The information in this press release does not constitute an offer to acquire, subscribe or otherwise trade in shares or other securities in InCoax.
This press release does not constitute an offer to acquire securities in the United States. The securities mentioned herein may not be sold in the United States without registration in accordance with The Securities Act of 1933 or without the application of an exception to such registration. The information in this press release may not be released, published, reproduced or distributed in or to the United States, Australia, Canada, New Zealand, Hong Kong, Japan, Switzerland, Singapore, South Africa, or any other country or jurisdiction where such action is not permitted or such action is subject to legal restrictions or would require further registration or other measures than required by Swedish law. Measures contrary to this instruction may constitute a breach of applicable securities laws.
This press release is not a prospectus. InCoax has not authorised any offer of shares or rights to the public in any Member State of the EEA and no prospectus has been produced or will be produced in connection with the capitalisation.
This press release contains certain forward-looking statements that reflect the Company’s current views on expectations of future events as well as financial and business development, including statements regarding the capitalisation and statements regarding guidance, planning, prospects and strategies. Words such as “referred”, “estimated”, “expected”, “planned”, “anticipated”, “can”, and other expressions that imply indications or predictions of future developments or trends, and which are not the basis of historical facts, are forward information. Although InCoax believes that these statements are based on reasonable assumptions and expectations, the Company cannot guarantee that such forward-looking statements will be implemented. As these forward-looking statements include both known and unknown risks and uncertainties, real outcomes can differ substantially from what is stated in forward-looking information. Forward-looking statements in the press release only apply at the time of the press release and may change without notice. The Company makes no commitment to publish updates or revisions of forward-looking statements as a result of new information, future events or the like beyond what is required by applicable laws or stock market regulation.