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Clavister Holding AB publishes final outcome of its rights issue and directed share issue

Clavister Holding AB (”Clavister” or the “Company”) raises through the Rights Issue and the Direct Issue approx. SEK 204 million before deduction of issue related costs, which was resolved by the extra general meeting on 22 October 2020. SEK 149.8 million was raised through its rights issue (the “Rights Issue”). The final outcome of Clavister’s Rights Issue show that approx. 59 % of the Rights Issue, corresponding to approx. SEK 88.7 million, were subscribed for with preferential rights (incl. subscription undertakings). Additionally, approx. 8 % of the Rights Issue, corresponding to approx. SEK 12.2 million, were subscribed for without preferential rights. Approx. 33 % of the Rights Issue, corresponding to SEK 48.9 million, were subscribed by guarantors. The directed share issue amounting to SEK 54 million executed in parallel to the Rights Issue was directed towards institutional and qualified investors (the “Directed Issue”). Through the Rights Issue and the Directed Issue, Clavister raises approx. SEK 204 million before deduction of issue related costs.

Through the Rights Issue and the Directed Issue, Clavister raises approx. SEK 204 million before deduction of issue related costs.

The final outcome of Clavister’s Rights Issue of up to SEK 149.8 million shows that 12 670 402 shares, corresponding to approx. 59 % of the Rights Issue, were subscribed for with preferential rights (incl. subscription undertakings). Additionally, 1 747 133 shares, corresponding to approx. 8 % of the Rights Issue, were subscribed for without preferential rights. 6 988 963 shares, corresponding to approx. 33 % of the Rights Issue, were subscribed by guarantors.

Allocation of shares has been made according to the principles described in the prospectus which was published in conjunction with the Rights Issue. Subscribers who are allocated shares subscribed for without preferential rights will receive an allocation notice in the form of a contract note. Payment for such shares is to be made according to the instructions on the contract note.

The Directed Issues amounted to SEK 54 million. Investors in the Directed Issue comprised of a limited number of institutional and qualified investors, including, among others, Stena Finans, Consensus Asset Management, Adrigo and SPSW Capital as the manager of several German funds (UCITS and AIF).

“I’m thankful to both new and existing shareholders for their support. It is gratifying to see the great interest in Clavister. The Capital provided now enables an acceleration in strengthening our growth and commercialize on the opportunities that we see in the market. It also strengthen our balance sheet which is a prerequisite for winning major customer agreements which of course create greater shareholder value.” comments John Vestberg, CEO of Clavister.

Share and share capital

When the Rights Issue and the Directed Issue have been registered with the Swedish Companies Registration Office, the total number of shares in Clavister will amount to 54,826,571 shares and the share capital amount to SEK 5,482,657.10.

Trading in BTA

Trading in BTA (paid subscribed shares) is currently conducted on Nasdaq First North Growth Market, and will cease once the issues has been registered with the Swedish Companies Registration Office. BTAs will subsequently be converted into ordinary shares.

Advisers
Redeye AB is acting as financial adviser and Advokatfirman Lindahl KB is acting as legal adviser in connection with the issues. Hagberg & Aneborn Fondkommission AB is acting as issuing agent.

IMPORTANT INFORMATION

The information in this press release does not constitute an offer to acquire, subscribe or otherwise trade in shares, subscription rights or other securities in Clavister Holding AB. Any invitation to the persons concerned to subscribe for shares in Clavister Holding AB will only be made through the prospectus which Clavister Holding AB has presented, and the Swedish Financial Supervisory Authority (Sw. Finansinspektionen) approved on 29 October 2020. This press release may not be released, published or distributed, directly or indirectly, in or into Australia, Hong Kong, Canada, Japan, New Zeeland, South Africa, Switzerland, Singapore, the United States or any other jurisdiction where such measures are subject to legal restrictions or participation would require additional prospectuses, registration or measures besides those required by Swedish law. Furthermore, this press release may not be distributed in or into such countries or any other country or jurisdiction in which distribution requires such measures or otherwise would be in conflict with applicable regulations. Any failure to comply with the restrictions described may result in a violation of applicable securities regulations.No subscription rights, paid subscription shares (Sw. Betalda och tecknade aktier) or shares subscribed for in the offer have been, or will be, registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) and may not be offered, subscribed for, exercised, pledged, sold, resold, delivered or otherwise transferred, directly or indirectly, in or into the United States, unless in accordance with an applicable exception from the registration requirements of the Securities Act. Furthermore, the offer is not directed to persons resident in Australia, Hong Kong, Canada, Japan, New Zeeland, South Africa, Switzerland, Singapore or any other jurisdiction where participation would require additional prospectuses, registration or measures besides those required by Swedish law.

 For additional information regarding this press release, please contact:

John Vestberg, President and CEO, +46 (0)660-29 92 00 or ir@clavister.com 

About Clavister

Clavister is a leading European cybersecurity vendor with over 20 years of experience. Seated in Sweden, the company has customers - communication service providers, governments, enterprises and managed security service providers (MSSPs) - in more than 150 countries. Clavister provides unique security solutions to protect their digital assets and secure business continuity. The stock, Clavister Holding AB, is listed at Nasdaq First North, Growth Markets. FNCA Sweden AB is the Company’s Certified Advisor (+46 8-528 00 399, e-mail: info@fnca.se).