Hoylu AB (publ) (”Hoylu” or the “Company”) has completed the issue of convertible loan notes with pre-emptive right for current shareholders, with exemption from the shareholders Alden AS, Fougner Invest AS, Pine AS, Hering AS and Skadi AS, which was resolved by the board of directors on October 29, 2018, and approved by the extraordinary general meeting in the Company on November 28, 2018, (the “Issue”).
Those who were registered as shareholders in Hoylu on the record date on December 5, 2018, with exemption from the shareholders Alden AS, Fougner Invest AS, Pine AS, Hering AS and Skadi AS, had pre-emption right to subscribe for convertible loan notes in the Issue. For every existing share in the Company, two (2) unit rights were received. Fifteen (15) unit rights entitled to subscription for one (1) unit. Every one (1) unit consists of one (1) convertible loan note at a nominal amount of SEK five (5). In addition, it was offered to subscribe for convertible loan notes in the Issue without support of unit rights.
The final outcome of the Issue, of which the subscription period ended on December 21 2018, was subscribed by 62 670 convertible loan notes through subscription with support of unit rights, corresponding to approximately 3,2 percent of the Issue, and was subscribed by 171 542 convertible loan notes through subscription without support by unit rights, corresponding to approximately 8,7 percent of the Issue, whereof 167 516 convertible loan notes where subscribed for by set-off of the Company’s liabilities. Thus, the Issue was subscribed by 11,8 percent. Through the Issue, the Company receives SEK 1 171 060 before issue expenses of approximately SEK 150,000.
Allotment of convertible loan notes has been executed in relation to the principles set out in the information memorandum, which was published by the Company on November 30, 2018. Notification of allotment for those subscribing for convertible loan notes without support of unit rights will be distributed on December 28, 2018. Subscribed and allotted convertible loan notes shall be paid in cash, If not by set-off, no later than on January 4, 2019, 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. Only those who are allotted convertible loan notes will be notified.
If all convertible loan notes subscribed for in the Issue are converted to shares, 234 212 shares will be issued at a price per share of SEK 5,00. Thus, the Company’s share capital will then increase by approximately SEK 19 308. At conversion of all convertible loan notes, the dilutive effect for shareholders not participating in the Issue to correspond to 1,6 percent of the share capital and the total number of votes in the Company at the date of this press release.
The convertible loan notes issued through the Issue will not be subject to trade.
Advisers
MAQS Advokatbyrå is acting as legal adviser and Mangold Fondkommission AB is acting as issuing agent to the Company in connection with the Issue.
For more information, please contact:
Stein Revelsby, CEO Hoylu +1 213 440 2499 Email: sr@hoylu.com
Karl Wiersholm, CFO Hoylu +1 425 829 2316 Email: kw@hoylu.com
About Hoylu
Hoylu delivers innovative enterprise solutions to allow global teams to collaboratively plan, create and share information that enrichen the user experience in the virtual office. The Hoylu Suite delivers a comprehensive set of personalized connected workspaces to enable teams across locations, on any device, to work smarter and with more fun across major industries including Engineering, Education, Pharmaceutical, Construction, Manufacturing, Graphic Design and many more.
For more information, visit:
www.hoylu.com or www.introduce.se/foretag/hoylu
Ticker: Hoylu
Marketplace: Nasdaq First North Stockholm
Certified Adviser: Mangold Fondkommission AB +46 (0) 8 50 301 550
Important Information
The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares or other securities in Hoylu. No action has been taken and measures will not be taken to permit a public offering in any jurisdictions other than Sweden. Any invitation to the persons concerned to subscribe for convertible loan notes in Hoylu has only been made through the information memorandum that Hoylu published on November 30, 2018.
The information in this press release may not be released, published or distributed, directly or indirectly, in or into the United States (including its territories and provinces, every state in the United States and the District of Columbia) (“USA”), 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. Actions in violation of these restrictions may constitute a violation of applicable securities laws.
No shares or other securities in Hoylu have been registered, and no shares or other securities will be registered, under the United States Securities Act of 1933, as amended (the “Securities Act”) or the securities legislation of any state or other jurisdiction in the United States 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 Securities Act and in compliance with the securities legislation in the relevant state or any other jurisdiction of the United States.