Örebro, 16 June 2022
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN OR INTO THE UNITED STATES, CANADA, JAPAN, AUSTRALIA, HONG KONG, NEW ZEALAND, SINGAPORE, SOUTH AFRICA OR ANY OTHER COUNTRY WHERE SUCH PUBLICATION, NOTICE OR DISTRIBUTION WOULD VIOLATE APPLICABLE LAWS OR RULES OR WOULD REQUIRE ADDITIONAL DOCUMENTS TO BE PREPARED OR REGISTERED OR REQUIRE ANY OTHER MEASURES TO BE TAKEN, IN ADDITION TO THE REQUIREMENTS UNDER SWEDISH LAW. PLEASE SEE “IMPORTANT INFORMATION” AT THE END OF THIS PRESS RELEASE.
Today, 16th June 2022, the subscription period begins for Metacon AB (publ)’s (“Metacon” or the “Company”) rights issue of shares with preferential rights for the Company’s existing shareholders, which was announced on 7 June 2022 (the “Rights Issue”). The subscription period in the Rights Issue runs up to and including 30 June 2022. However, please note that nominees may have a deadline for subscription in the Rights Issue that falls before 30 June 2022.
Rights Issue in summary:
- Record date: 14 June 2022.
- Subscription period: 16 June – 30 June 2022.
- Preferential rights: Existing shareholders in the Company receives one (1) subscription right for each share held on the record date. Three (3) subscription rights entitle the shareholder to subscribe for one (1) new share in the Rights Issue.
- Subscription price: The subscription price in the Rights Issue is SEK 1.80, corresponding to a discount to TERP of approximately 32.1 percent, based on the closing price of the Metacon share on NGM Nordic SME on 3 June 2022.
- Issue amount in the event of full subscription: SEK 159 million, corresponding to 88,460,034 shares, before issue costs.
- Guarantee level:The Company has secured the Rights Issue to approximately 87.3% with subscription and guarantee commitments.
- Announcement of the outcome in the Rights Issue: 4 July 2022.
For full information about the Rights Issue, please see the published Prospectus which can be found on the Company’s website: www.metacon.se
Subscription with subscription rights
The shareholders or representatives of shareholders who, on the record date of 14 June 2022, were registered in the share register maintained by Euroclear Sweden AB (“Euroclear”) and on behalf of the Company, directly registered shareholders, receive a pre-printed issue report with attached payment advice from Euroclear. In the event that a different number of subscription rights than those stated in the preprinted issue report are used for subscription, the special application form received shall be used, alternative contact Aktieinvest FK AB by phone +46 8 5065 1795 or by e-mail to email@example.com.
Shareholders whose holdings of shares in the Company were nominee-registered with a bank or other nominee on the record date do not receive an issue report or a special application form (I) from Euroclear. Subscription and payment must then instead take place in accordance with instructions from the respective trustee.
Subscription without subscription rights
Subscription for new shares can also take place without the support of subscription rights, ie. subscription without subscription rights. Subscription without subscription rights shall take place during the same period as subscription with subscription rights, i.e., from 16 June 2022 to and including 30 June 2022 at 17.00 (CEST). Notification of subscription without subscription rights by a trustee is made in accordance with instructions from the respective trustee. For subscription through an endowment insurance or an investment savings account, please contact your advisor.
Registration for subscription without subscription rights in other respects is done by sending the special application form (II) by post to; Aktieinvest FK AB, Emittentservice, BOX 7415, 103 91 Stockholm, or by e-mail to; firstname.lastname@example.org. This application form is available on the Company’s website. For more information on subscription without subscription rights, please see the “Terms and Conditions” section in the Prospectus published by Metacon on June 14, 2022.
For further questions regarding your subscription, we recommend that you contact your bank advisor, your nominee or Metacon’s issuer; Aktieinvest FK AB on +46 8 5065 1795 or by e-mail email@example.com.
Pareto Securities AB act as Global Coordinator and Bookrunner. Advokatfirman Schjødt is legal adviser to the Company in connection with the Rights Issue and Baker & McKenzie Advokatbyrå is legal advisor to the Global Coordinator and Bookrunner in connection with the Rights Issue.
For further information, please contact Christer Wikner, by phone +46 (0)707-647389 or e-mail firstname.lastname@example.org
About Metacon AB (publ)
Metacon AB (publ) develops and manufactures energy systems for the production of hydrogen, heat and electricity. The core products are based on a patented technology that, through so called catalytic steam reforming of biogas or other hydrocarbons, generates hydrogen. The development of Metacon’s reforming products is done within the wholly owned subsidiary Helbio, which is a spin-off from the University of Patra, Greece and was founded by Professor Xenophon Verykios in 2001. From the onset, the business has focused on catalysts and advanced reforming for high-efficiency hydrogen production.
Metacon also offers system solutions for the production of hydrogen through electrolysis, a large and globally growing area for small and large-scale production of green hydrogen. Electrolysis is a process of starting and driving a chemical reaction to split water by adding electricity. If the electricity used is non-fossil and green, the hydrogen will also become completely climate neutral and green. Green hydrogen can be used in, for example, the transport sector, the basic industry and the real estate sector with a better environment and climate as a result. https://metacon.se/
Publication, release or distribution of this press release may in certain jurisdictions be subject to legal restrictions and persons in the jurisdictions where this press release has been made public or distributed should be informed of and follow such legal restrictions. The recipient of this press release is responsible for using this press release and the information herein in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer or solicitation to buy or subscribe for any securities in Metacon in any jurisdiction, either from Metacon or from anyone else.
This press release is not a prospectus according to the definition in Regulation (EU) 2017/1129 (“the Prospectus Regulation”) and has not been approved by any regulatory authority in any jurisdiction. A prospectus has been prepared by the Company and approved by the Swedish Financial Supervisory Authority (Sw. Finansinspektionen).
This press release does not constitute an offer or solicitation to buy or subscribe for securities in the United States. The securities mentioned herein may not be sold in the United States without registration, or without an exemption from registration, under the U.S. Securities Act from 1933 (“Securities Act”), and may not be offered or sold within the United States without being registered, covered by an exemption from, or part of a transaction that is not subject to the registration requirements according to the Securities Act. There is no intention to register any securities mentioned herein in the United States or to issue a public offering of such securities in the United States. The information in this press release may not be released, published, copied, reproduced or distributed, directly or indirectly, wholly or in part, in or to United States, Canada, Japan, Australia, Hong Kong, New Zealand, Singapore, South Africa or any other jurisdiction where the release, publication or distribution of this information would violate current rules or where such an action is subject to legal restrictions or would require additional registration or other measures beyond those that follow from Swedish law. Actions in contravention of this instruction may constitute a violation of applicable securities legislation.
This press release contains forward-looking statements related to the Company’s intentions, estimates or expectations with regard to the Company’s future results, financial position, liquidity, development, outlook, estimated growth, strategies and opportunities as well as the markets in which the Company is active. Forward-looking statements are statements that do not refer to historical facts and can be identified by the use of terms such as “believes,” “expects,” “anticipates,” “intends,” “estimates,” “will,” “may,” “implies,” “should,” “could” and, in each case, their negative, or comparable terminology. The forward-looking statements in this press release are based on various assumptions, which in several cases are based on further assumptions. Although the Company believes that the assumptions reflected in these forward-looking statements are reasonable, there is no guarantee that they will occur or that they are correct. Since these assumptions are based on assumptions or estimates and involve risks and uncertainties, actual results or outcomes, for many different reasons, may differ materially from those what is stated in the forward-looking statements. Due to such risks, uncertainties, eventualities and other significant factors, actual events may differ materially from the expectations that expressly or implicitly are contained in this press release through the forward-looking statements. The Company does not guarantee that the assumptions which serve as a basis for the forward-looking statements in this press release are correct, and each reader of the press release should not rely on the forward-looking statements in this press release. The information, opinions and forward-looking statements that expressly or implicitly are stated herein are provided only as of the date of this press release and may change. Neither the Company nor any other party will review, update, confirm or publicly announce any revision of any forward-looking statement to reflect events that occur or circumstances that arise with respect to the contents of this press release, beyond what is required by law or NGM Nordic SME’s rules for issuers.