On
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO
Summary
- Existing shareholders in the Company receive one (1) subscription right for each share held on the record date. Three (3) subscription rights entitle the subscription of four (4) new shares in the Rights Issue.
- The subscription price in the Rights Issue is
SEK 4.20 per share, which corresponds to a discount of approximately 27.7 per cent compared to the theoretical price after the separation of subscription rights, based on the closing price for the Acconeer share on4 March 2024 on Nasdaq First North Growth Market. - Through the Rights Issue, the Company will receive approximately
SEK 149 million before deductions for transaction costs. - The net proceeds are intended to be used for the following purposes:
- repayment of debt, including accrued interest, to
Buntel AB andExelity AB (aboutSEK 32 million ) and theSwedish Tax Agency (aboutSEK 15 million ); - research and development, in particular the completion of A2, Acconeer’s next generation radar sensor; and
- general corporate purposes, aimed at, but not limited to, accelerating sales.
- repayment of debt, including accrued interest, to
- The record date for participating in the Rights Issue is
12 March 2024 . - The subscription period in the Rights Issue takes place from and including
14 March 2024 , up to and including28 March 2024 . - For existing shareholders who refrain from participating in the Rights Issue, the dilution amounts to approximately 57.1 per cent of the number of shares and votes in the Company after the Rights Issue.
- The Rights Issue is fully covered by a combination of subscription undertakings, including from the largest shareholder
BGA Invest AB , the Chairman of the BoardThomas Rex and the Company's CEOLars Lindell , and guarantee commitments.
Background and reasons
Acconeer’s radar sensor combines the best aspects of radar technologies through its low power consumption of pulsed radar systems and the high precision of coherent radar. This opens new opportunities for many applications with a diverse range of use cases – all in a component measuring five by five by 0.8 millimeters. Acconeer launched its first product in 2018 and has since sold more than two million radar sensors. The Company is currently in the process of expanding its product portfolio, collaborating with its strategic partner
Acconeer’s market is expected to continue growing rapidly, driven by major industry trends related to digitalization, such as 5G, artificial intelligence, and the Internet of Things. Currently, sensors based on ultrasound, infrared light, or camera technology are predominantly used. Acconeer doesn't need to create a new market but can replace existing solutions, each of which has its weaknesses.
Acconeer’s assessment is that its radar is the first radar with the size, power consumption, precision and price to enable the use of radar in e.g., consumer electronics. The applications for a radar sensor with these characteristics are numerous also in other areas such as smart cities, Internet of Things, industry, agriculture and automotive.
Intensive development of new applications is ongoing in all these areas, requiring more advanced sensors for gesture control, presence detection, level measurement and material recognition. In 2021, Acconeer signed a development agreement with
Acconeer is now prepared for the next phase of its development, consisting of a forward-leaning strategy to accelerate commercializing its first-generation product and advancing its technology for next-generation radar sensors. With this intensified development and commercialization strategy, the company aims to take significant steps towards realizing the potential of its technology in radar sensors.
To support Acconeer’s aforementioned strategy, the Company has resolved to carry out the Rights Issue and will receive a total of approximately
Use of proceeds
The net proceeds from the Rights Issue are expected to be sufficient to fund the Company's business plan until the Company achieves positive cash flow, which is anticipated to occur during 2026. The net proceeds are intended to be used for the following purposes:
- repayment of debt, including accrued interest, to
Buntel AB andExelity AB (aboutSEK 32 million ) and theSwedish Tax Agency (aboutSEK 15 million )[1]; - R&D, in particular the completion of A2, Acconeer’s next generation radar sensor; and
- general corporate purposes, aimed at, but not limited to, accelerating sales.
The Rights Issue
The Board of Directors of the Company has today, based on the authorization granted by the Extraordinary General Meeting held on
Existing shareholders receive one (1) subscription right for each share held on the record date. Three (3) subscription rights shall give the right to subscribe to four (4) new shares in the Company during the period
The Rights Issue entails that the number of shares in Acconeer will increase by a maximum of 35,517,044, from 26,637,783 to 62,154,827 and that the share capital will increase by a maximum of approximately
For existing shareholders who do not participate in the Rights Issue, a dilution effect corresponding to up to approximately 57.1 per cent of the number of shares and votes in the Company arises after the Rights Issue. Shareholders who choose not to participate in the Rights Issue have the opportunity to compensate for the financial dilution effect by selling their subscription rights.
The final day of trading in Acconeer’s shares including the right to obtain subscription rights in the Rights Issue is on
The complete terms and conditions for the Rights Issue as well as information about the Company will be presented in a prospectus which, after approval by the
Subscription undertakings, guarantee commitments and voting commitments
Existing shareholders
In addition to the aforementioned subscription commitments, external guarantors have provided guarantee commitments subject to customary conditions which, in aggregate, amount to approximately
Thus, the Rights Issue is fully covered by subscription undertakings and guarantee commitments.
For the guarantee commitments, a guarantee commission of 10 per cent of the guaranteed amount shall be paid as a cash remuneration. No remuneration shall be paid for the subscription undertakings or declarations of intention to subscribe for shares. Neither of these commitments are secured by bank guarantee, blocked funds, pledges or similar arrangements.
Further information regarding the parties who have entered subscription undertakings and guarantee commitments will be available in the prospectus published before the start of the subscription period.
Lock-up undertakings
Prior to the Rights Issue, all board members and key executives in the Company have entered into lock-up undertakings, including commitments not to dispose of financial instruments in the Company, with certain exceptions. The lock-up undertakings expire 180 days after the announcement of the outcome of the Rights Issue.
Furthermore, the Company has undertaken in relation to
Prospectus
The prospectus and subscription form will be made available before the subscription period commence on Acconeer’s website, www.acconeer.com, as well as on
Indicative timetable
Final day of trading in the share including the right to receive subscription rights | |
First day of trading in the share excluding the right to receive subscription rights | |
Publication date of the prospectus | |
Record date for the Rights Issue | |
Trading in subscription rights | 14 March – |
Subscription period | 14 March – |
Trade in paid subscribed shares (BTA) | 14 March – |
Expected announcement of outcome in the Rights Issue |
Advisers
In conjunction with the Rights Issue, the Company has engaged
[1] Related to temporary payment delay (Sw. ”betalningsanstånd”).
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