As previously communicated in connection with the Rights Issue, the underwriters, in accordance with the underwriting agreements, had the opportunity to choose to receive underwriting compensation in cash or in new units in the Company. All underwriters have chosen compensation of new units in the Company. Due to this, the board, with support of the authorization from the annual general meeting on July 15, 2022, has today decided on the Compensation Issue, which includes a total of 2,184,422 new units. Each unit in the Compensation Issue consists of two (2) shares and one (1) warrant of series TO2. A total of 2,184,422 units were subscribed for through the Compensation Issue, corresponding 4,368,844 shares and 2,184,422 warrants of series TO2. Payment in the Compensation Issue is made via set-off of the underwriters' claims of underwriting compensation. The subscription price has been set to the same subscription price as in the Rights Issue, SEK 1.30 per unit, corresponding to SEK 0.65 per share (the warrants are issued free of charge). The subscription price per share corresponds to a premium of approximately 2.52 percent in relation to the closing price of the Company's share on the Nasdaq First North Growth Market on February 28, 2023, which amounted to SEK 0.634. Based on this, the board considers the subscription price to be in line with the market.
The reason for the deviation from the shareholders' preferential right in the Compensation Issue is to fulfill the Company's contractual obligation towards the underwriters. The board considers that it is beneficial for the Company's financial position to take advantage of the opportunity to pay the underwriting compensation in units instead of a cash payment.
After final registration at the Swedish Companies Registration Office of the Rights Issue and the directed set-off issue, which the extraordinary general meeting decided on January 23, 2023, the Compensation Issue means that the number of shares in the Company increases by 4,368,844 shares from 94,495,125 shares to 98,863,969 shares, and the share capital increases by
SEK 109,221.100, from SEK 2,362,378.125 to SEK 2,471,599.225, corresponding to a dilution of approximately 4.42 percent. In the event that all outstanding warrants of series TO2 issued as a result of the Compensation Issue are fully exercised for subscription of new shares in the Company, the number of shares in the Company will increase by an additional 2,184,422 shares, from 98,863,969 shares to 101,048,391 shares, and the share capital will increase by an additional SEK 54,610.550, from SEK 2,471,599.225 to SEK 2,526,209.775, corresponding to an additional dilution of approximately 2.16 percent.
Mangold Fondkommission AB is financial adviser and Eversheds Sutherland Advokatbyrå AB is legal adviser to Move About Group AB in connection with the Rights Issue.
For further information, please contact:
Olof Jonasson, CEO, Move About Group AB
Tel: +46 790 683 811
The Company's Certified Adviser is Mangold Fondkommission AB.
About Move About Group AB
Move About offers app-based, environmentally friendly and cost-effective mobility solutions to individuals, companies, municipalities and organizations. The Company has developed and owns all intellectual property rights to the cloud-based green tech platform that provides digital access to electric cars, electric bicycles, taxis, subway and parking, all through the same app - around the clock. Every kilometre that the user travels with the electric cars via the platform means reduced CO2 emissions. The Company's comprehensive mobility solutions are based on the Move About app, which gives the user access to the Company's pools of electric cars, bicycles and scooters. Move About also helps companies, municipalities and organizations optimize their fleets by tailoring mobility solutions to their needs. Move About was founded in Oslo, Norway, in 2007 and has approximately 70,000 users on its platform and over 800 electric cars in its vehicle fleet with a presence in Sweden, Norway and Germany.
The release, announcement or distribution of this press release may, in certain jurisdictions, be subject to restrictions. The recipients of this press release in jurisdictions where this press release has been published or distributed shall inform themselves of and follow such restrictions. The recipient of this press release is responsible for using this press release, and the information contained herein, in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in Move About in any jurisdiction, neither from Move About nor anyone else.
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 "Securities Act"), and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States. The information in this press release may not be announced, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, within or into Australia, Belarus, Hong Kong, Japan, Canada, New Zealand, Russia, Switzerland, Singapore, South Africa, South Korea, the United States or in any other jurisdiction where such announcement, publication or distribution of the information would not comply with applicable laws and regulations or where such actions are subject to legal restrictions or would require additional registration or other measures than what is required under Swedish law. Actions taken in violation of this instruction may constitute a crime against applicable securities 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.