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Solutions for clean industry Holding Europe AB (publ) (the “Company” or “Clean Industry Solutions”) today announces the result of the rights issue of units, consisting of shares and warrants of series TO 1, which was announced by press release on September 20, 2022 (the “Rights Offering”). The capital increase was subscribed for a total of approximately 65.0%, of which approximately 46.9% was subscribed with the support of unit rights and approximately 5.8% was subscribed without the support of unit rights. Approximately 12.3% was subscribed by underwriters. Through the rights issue, Clean Industry Solutions receives approximately 14.9 million Swedish crowns before deduction of issue costs. The proceeds from the capital increase will mainly be used to finance the growth of subsidiaries and working capital for new client projects. The Company also expects the strengthened financial situation, combined with increased market demand, to have a positive impact on discussions and negotiations with current and potential customers.
Result of the rights issue
The subscription period for the Capital Increase ended on October 14, 2022. In total, 8,063,326 units were subscribed with and without unit rights, corresponding to around 52.7% of the capital increase. 7,177,166 shares were subscribed with unit rights, corresponding to around 46.9%, while 886,160 shares were subscribed without unit rights, corresponding to around 5.8% of the capital increase. 1,890,640 units were subscribed for by the underwriters, representing approximately 12.3% of the rights issue.
Each Capital Increase unit consists of one (1) new share and one (1) series TO 1 warrant. A total of 9,953,966 units were subscribed, containing 9,953,966 shares and 9,953,966 series TO 1 subscription. Through the Capital Increase, the Company receives approximately 14.9 million Swedish crowns before deduction of issue costs, which, if all subscribers choose to pay in full in cash, amount to approximately 3.0 million Swedish crowns. In the event that all subscribers choose full cash payment, the subscription fee amounts to approximately 1.6 million Swedish crowns.
Notice of award and delivery
The allocation of shares subscribed without unit rights was carried out in accordance with the principles set out in the note published on September 28, 2022. The notification of the allocation of shares subscribed without right of enjoyment will be sent by a separate payment slip. Nominee shareholders receive an award notification in accordance with the nominee’s respective routines.
Trading in so-called Paid Subscribed Units (BTUs) takes place on the Nasdaq First North Growth Market until the conversion of BTUs into shares and warrants, which takes place after registration of the rights issue with the Swedish company registration office. Registration at the Swedish Companies Registration Office is expected to take place in week 44, 2022.
Changes in share capital and number of shares
Through the Capital Increase, the number of shares of Clean Industry Solutions increases by 9,953,966 shares, from 15,313,792 shares to 25,267,758 shares, and the share capital increases by approximately SEK 979,517.74of about SEK 1,506,950.18 at about SEK2,486,467.92, corresponding to a dilution effect of approximately 39.4%. In the event of full exercise of all the BSA associated for the subscription of new shares of the Company, the number of shares of the Company will increase by 9,953,966 additional shares, going from 25,267,758 shares to 35,221,724 shares, and the share capital will increase by approximately SEK 979,517.74of about SEK2,486,467.92 at about SEK 3,465,985.66corresponding to an additional dilution of approximately 28.3 percent.
Subscription commitments
Remuneration for underwriting commitments is twelve (12) percent of the guaranteed amount in cash or fifteen (15) percent of the guaranteed amount in new units. Each person who has provided a subscription commitment has the right to choose whether the subscription fee is to be paid in cash or in units. Subscribers wishing to receive subscription compensation in the form of Units must notify Corpura Fondkommission AB not later than October 24, 2022. The subscription price for any shares issued as subscription remuneration has, after negotiation with those who have given subscription commitments, been set at SEK1.5 per unit, which corresponds to the subscription price of the units in the Capital Increase. In the aggregate, not more than 1,293,095 New Units may be issued as subscription fee to the underwriters.
Series TO Warrants 1
Each warrant gives the right to subscribe to one (1) new share during the October 26, 2023 up to and including November 9, 2023 at a subscription price equal to 70% of the volume-weighted average price (VWAP) of the Company’s share over the period from and including October 9, 2023 up to and including October 23, 2023but no less than SEK1.0 and no more than SEK3.0 per share. Upon full exercise of all Warrants, the Company will receive a maximum additional amount of approximately 29.9 million Swedish crowns before issuance costs.
The complete terms and conditions of the Series TO 1 Warrants are available on the Company’s website, https://cleanindustrysolutions.com.
This disclosure contains information that Solutions for clean industry Holding Europe is required to make public in accordance with the EU Market Abuse Regulation (EU No. 596/2014). The information has been submitted for publication, through the contact person, the 19-10-2022 4:33 p.m. CET.
Advise
Corpura Fondkommission AB (www.corpura.se) is acting as financial advisor and Fredersen Advokatbyrå AB is acting as legal advisor to Clean Industry Solutions in connection with the rights issue.
Amudova AB is the certified advisor of Clean Industry Solutions. Telephone +46 8 546 017 58
Email: [email protected]
For more information:Christian ZahlerCEO
Tel: +49 151 53811944
Email: [email protected]
Solutions for clean industry Holding Europe AB owns 100% of Industrial Solar GmbH and 100% of SolarSpring GmbH – both located in Freiburg/Germany.
Industrial Solar GmbH is a leading international technology and solution provider, which develops projects mainly based on its innovative Fresnel collector technology, adapted to the expected growth of the solar process heat market. As a one-stop-shop, Industrial Solar offers turnkey solutions for customers across multiple industries.
Learn more about Industrial Solar GmbH to the following address :
https://www.industrial-solar.de/en/
Founded in 2009 as a spin-off from Fraunhofer ISE, SolarSpring GmbH – membrane solutions, has become an international pioneer in the field of membrane distillation offering an innovative technology for the treatment of wastewater and drinking water.
Learn more about SolarSpring GmbH to the following address :
https://solarspring.de/en/
Important Information
The publication, broadcast or distribution of this press release may be restricted in certain jurisdictions. Recipients of this press release in jurisdictions where this press release was published, disclosed or distributed should inform themselves about and observe these restrictions. This press release does not constitute an offer or an invitation to acquire or subscribe for securities of Clean Industry Solutions in any jurisdiction.
This press release does not constitute an offer or an invitation to purchase or subscribe for securities of United States. The securities referred to herein may not be transferred by United States failure to register or an exemption from registration under the WE Securities Act of 1933, as amended. The information contained in this press release may not be disseminated, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, in or under the UK, United States, Canada, Japan, Australia, hong kong, New Zealand, South Africa, South Korea or any other jurisdiction where such release, publication or distribution would be contrary to applicable law or regulation.
Within the European Economic Area, no transferable security is offered to the public in a country other than Sweden.
This press release contains certain forward-looking information that reflects the Company’s current views on future events and financial and operational developments. Words such as “intends”, “estimates”, “expects”, “may”, “plans”, “believes”, “estimates” and other expressions that imply indications or predictions developments or future trends, and which are not based on historical facts, constitute forward-looking information. Forward-looking information is inherently subject to known and unknown risks and uncertainties, as it depends on future events and circumstances. Forward-looking information is not a guarantee of future performance or developments, and actual results may differ materially from those expressed in the forward-looking information.
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