The board of directors of Swedencare AB (publ) ("Swedencare" or the "Company") has, in accordance with the Company's press release earlier today, resolved on a new share issue of 11 954 200 shares, corresponding to approximately SEK 1 150 million (the "Directed New Share Issue"). The subscription price in the Directed New Share Issue was set to SEK 96,20 per share. The Directed New Share Issue was subscribed with 50% by the German public company Symrise AG and a Swedish financial investor by 50%. The proceeds from the Directed New Share Issue will be used to partially finance the acquisition of the US CDMO-group Vetio ("Vetio") (the "Acquisition"), as announced by the Company earlier today.
The board of directors of Swedencare has, based on the authorization given by the general meeting on April 29, 2021, and as communicated in the Company's press release earlier today, resolved on a directed new share issue of 11 954 200 shares. The newly issued shares will be acquired by two new shareholders: A financial investor from Sweden as well as German Symrise AG which is one of the leading flavor and fragrances manufacturers with number one positions in the global pet food market. Both new shareholders will support Swedencares continued business development and in that context the acquisition of Vetio as part of the Group’s expansion plans.
The subscription price in the Directed New Share Issue is 96,20 SEK which is the volume weighted average price for the 15 days between June 4th 2021 – June 24th 2021. Following a comprehensive assessment the board of directors regards the subscription price to be fully in line with market conditions.
Through the Directed New Share Issue, Swedencare will receive approximately SEK 1 150 million before deduction of transaction costs.
The reason for carrying out the Directed New Share Issue and for the deviation from the shareholders' preferential rights is to secure financing in a time- and cost-effective manner for the Acquisition. For additional information on the Acquisition, see separate press release with headline "Swedencare AB (publ) acquires leading North American Animal Health CDMO-group and plan to initiate a new share issue" which was released today.
” I am looking forward to continue our journey with two new and experienced shareholders. It is our goal to become the leading global animal health group within nutraceutical and dermatology premium products to pets and companion horses. Both investors clearly have indicated that they support our continued development and growth course, and I am convinced that they both bring in very individual knowhow which we can benefit from. With Symrise AG as a strategic investor completely new possibilities open up to quickly accelerate our business offering within primarily pet food partnerships. And with our new financial investor we can benefit from a global network and additional M&A competence”. says Swedencares CEO Håkan Lagerberg.
Through the Directed New Share Issue, the number of outstanding shares and votes in the Company will increase by 11 954 200, from 105 900 085 to 117 854 285 and the share capital will increase by 119 542 SEK, from 1 059 001 SEK to 1 178 543, corresponding to a dilution of approximately 10.1 per cent of the number of shares and votes in the Company based on the number of shares and votes following the Directed New Share Issue. In total, the Directed New Share Issue and the issue of the consideration shares to the sellers in the Acquisition entail an increase of the number of shares by 12 138 390 and an increase of the share capital by 121 384, to a total of 118 038 475 shares and a share capital of SEK 1 180 385, corresponding to a dilution of approximately 10.3 per cent of the number of shares and votes in the Company following completion of both transactions.
Advokatfirman Lindahl KB is legal adviser to the Company in connection with the Directed New Share Issue.
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