Fragbite Group AB (publ) (OM:FRAG) entered into an agreement to acquire Lucky Kat B.V. from Herdjie and Hernan Zhou on December 14, 2021. Fragbite will pay the initial purchase price of SEK 72.03 million on a cash and debt-free basis, by paying SEK 51.45 million in cash and SEK 20.58 million through 3,860,755 newly issued shares at issue price of SEK 5.30 per share. Variable additional purchase consideration of a maximum of SEK 113.19 million may be paid based on the Company's future financial results in 2021, 2022 and 2023. Of the additional purchase price, a maximum of SEK 61.74 million may be paid in cash and a maximum of SEK 51.45 million may be paid with newly issued shares in Fragbite. In a related transaction, Fragbite will initially issue a total of 4,147,613 shares, which means that Fragbite's share capital will increase by approximately SEK 69,124 to approximately SEK 1,468,587 and the total number of shares in Fragbite will increase from 83,969,199 to 88,116,812 shares, corresponding to a dilution of approximately 4.94%. In connection with the closing of the Transaction, the Board of Fragbite has decided to issue a total of 3,944,551 shares, which means that Fragbite's share capital increases by approximately SEK 65,741 to approximately SEK 1,465,204 and the total number of shares in Fragbite increases from 83,969,199 to 87 913,750 shares, corresponding to a dilution of approximately 4.70%.In connection with Closing, another four employees in the Company will invest approximately SEK 1.5 million in Fragbite through a directed share issue of 286,858 shares at a subscription price of SEK 5.30. The transaction will be financed, in addition to the use of Fragbite's cash, by the issue of shares and loans with Nordea Start-up & Growth of SEK 30 million, which runs over 36 months with a straight amortization rate during the term. Founders Herdjie and Hernan Zhou and all their employees will remain with Fragbite Group. The transaction is expected to close at the end of 2021.

Rämsell Advokatbyrå AB and Floris Pierik of Jones Day acted as legal advisor and KPMG International Cooperative, Investment Banking Arm acted as financial advisor to Fragbite Group AB.

Fragbite Group AB (publ) completed the acquisition of Lucky Kat B.V on January 3, 2022.