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Odd Molly International AB (publ), reg. no 556627-6241, (“Odd Molly” or the “Company”) has completed the new share issue with pre-emption rights for existing shareholders which was resolved by the annual general meeting on the 4 May 2018 (the “Share Issue”). The subscription period ended on 13 June 2018. The final outcome of the Share Issue displays that shares subscribed for by exercise of subscription rights amount to 1,629,993, corresponding to approximately 85.0 percent of the Share Issue. Further, shares subscribed for without exercise of subscription rights amount to 1,037,838, corresponding to approximately 54.1 percent of the Share Issue. Thus, the Share Issue is oversubscribed by 39.1 percent and the guarantee commitments given by the four largest shareholders in the Company were not utilized. To satisfy the oversubscription in the Share Issue, the board has by authorization from the annual general meeting on the 4 May 2018 resolved to perform an additional share issue with derogation from shareholders’ pre-emption rights of 750,000 shares (the “Overallotment Issue”).
Comment from Patrik Tillman, chairman of the board
“We are very delighted of the great interest in Odd Molly and the Company’s future journey with an oversubscribed Share Issue and an Overallotment Issue utilized in full bringing a total of approximately MSEK 37.7 to the Company. We are many who believe in Odd Molly’s future growth from an already strong online position. The share issues provide even better conditions for us to perform our growth strategy with an accelerated international expansion and continued digital investments ahead.”
Subscription and allotment
Those who were registered as a shareholder in Odd Molly on the record date on 25 May 2018 had pre-emption rights to subscribe for new shares in Odd Molly. For every existing share one (1) subscription right was received. Three (3) subscription rights entitled to subscription of one (1) new share in Odd Molly to a subscription price of SEK 14.0. Also, it was offered to subscribe for shares without the use of subscription rights. Further, the four largest shareholders in the Company had undertaken to guarantee the Share Issue up to a total of 39.5 percent in correspondence to their respective ownership in the Company.
The share Issue was subscribed to 139.1 percent, including subscription undertakings from the four largest shareholders in the Company, to subscribe for their respective pro rata share in the Share Issue. Shares subscribed for by exercise of subscription rights amounted to 1,629,993, corresponding to approximately 85.0 percent of the Share Issue. Further, shares subscribed for without exercise of subscription rights amounted to 1,037,838, corresponding to approximately 54.1 percent of the Share Issue. Thus, the Share Issue is oversubscribed by 39.1 percent and the guarantee commitments given by the four largest shareholders in the Company were not utilized.
To satisfy the oversubscription in the Share Issue, the board has by authorization from the annual general meeting on the 4 May 2018 resolved to utilize the Overallotment Issue of a maximum of 750,000 shares. Thereby, the board will issue additionally 750,000 shares to a subscription price of SEK 14.0, corresponding to approximately MSEK 10.5 and on the terms and conditions stated in the prospectus, which the Company published on 25 May 2018. The right to subscribe for shares shall vest in those persons who have applied for subscription in the Share Issue without receiving full allotment.
In total 2,667,333 shares of approximately MSEK 37.3 before issuing expenses of approximately MSEK 1.6 will be issued within the Share Issue and the Overallotment Issue.
Allotment of shares has been executed in relation to the principles stated in the prospectus, which was published by the Company on 25 May 2018. Notification of allotment for those subscribing for shares without exercise of subscription rights is expected to be distributed on June 18, 2018. Subscribed and allotted shares shall be paid in cash no later than on the settlement date on June 21, 2018, in accordance to instructions on the settlement note. Shareholders whose shares are held by nominees will be notified of any allotment in accordance to each nominee’s internal routines. Shares in the Overallotment Issue will be allotted to those persons who have applied for subscription in the Share Issue without receiving full allotment. Only those who are allotted shares will be notified.
Shares and share capital
The Company’s share capital will increase by SEK 191,733.3 to a total amount of SEK 766,933.3 after registration of the Share Issue with the Swedish Companies Registration Office (Sw. Bolagsverket). The shares in the Company will increase by 1,917,333 shares to a total amount of 7,669,333 shares. Shareholders who have not participated in the Share Issue will be diluted by 25.0 percent of the total share capital and votes in the Company.
The Company’s share capital will increase by SEK 75,000 to a total amount of SEK 841,933.3 after registration of the additional share issue in the Overallotment Issue with the Swedish Companies Registration Office (Sw. Bolagsverket). The shares in the Company will increase by additionally 750,000 shares to a total amount of 8,419,333 shares. The dilutive effect of the Overallotment Issue alone corresponds to 8.9 percent of the total share capital and votes in the Company, after full subscription of the Share Issue.
The total dilutive effect of the Share Issue and the Overallotment Issue corresponds to 31.7 percent of the total share capital and votes in the Company.
Trading in interim shares
Trading in interim shares (Sw. Betald tecknad aktie (BTA)) will take place on Nasdaq Stockholm (Small Cap) until the Share Issue is registered by the Company with the Swedish Companies Registration Office (Sw. Bolagsverket). Registration is expected in week 30, 2018.
Advisors
Erik Penser Bank AB is acting financial advisor and MAQS Advokatbyrå is acting legal advisor to Odd Molly in connection to the Share Issue and the Overallotment Issue.
For additional information, please contact:
Patrik Tillman, chairman of the board
+46 733 50 61 20
Johanna Palm, CFO
+46 760 10 24 55
This information is information that Odd Molly International AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication through the agency of the contact persons set out above, on 18 June 2018, at 11:00 CEST.
About Odd Molly
Odd Molly is a Swedish company that designs, markets and sells distinctive fashion. The Company’s products are sold through own channels as well as through own sales teams and external agents to retailers. An increasing proportion of sales is derived from Odd Molly’s own channels, mainly the Company’s webshop, which reaches close to 40 countries. Furthermore, Odd Molly has 18 own stores as well as stores managed by partners on selected markets. The Odd Molly share is traded on Nasdaq Stockholm, small cap. Read more on logistea.se.
Odd Molly International AB, Kornhamnstorg 6, 111 27 STOCKHOLM, Sweden, Phone: +46 8 522 28 500, www.oddmolly.com
Important Information
The information in this press release does contain or constitute an offer to acquire, sell or otherwise trade in securities in the Company. The information in this press release may not be released, published or distributed, directly or indirectly, in or into the United States, Canada, Australia, Japan, Hong Kong, Switzerland, New Zealand, Singapore, South Africa or any other jurisdiction in which such action is subject to legal restrictions or would require other measures than those required by Swedish law. No shares or other securities mentioned in this press release have been registered, and no shares or other securities will be registered, under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) and no shares or other securities may be offered, sold or otherwise transferred, directly or indirectly, in or into the United States, except under an available exemption from, or in a transaction not subject to, the registration requirements under the U.S. Securities Act and in compliance with the securities legislation in the relevant state or any other jurisdiction of the United States. No action has been taken and measures will not be taken to permit or register a public offering in any jurisdictions other than Sweden.