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RNS - WÄSTBYGG GRUPPEN AB ANNOUNCES FINAL OUTCOME OF THE COMPANY'S OVERSUBSCRIBED FULLY SECURED RIGHTS ISSUE

Company: Wästbygg Gruppen Date: 2025-03-26 Language: English Register to download
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NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, THE UNITED KINGDOM, AUSTRALIA, CANADA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE SUCH PUBLICATION, DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURES. PLEASE SEE "IMPORTANT INFORMATION" AT THE END OF THE PRESS RELEASE.

# **WÄSTBYGG GRUPPEN AB ANNOUNCES FINAL OUTCOME OF THE COMPANY'S OVERSUBSCRIBED FULLY SECURED RIGHTS ISSUE**

**On 24 March 2025, Wästbygg Gruppen AB (publ) ("Wästbygg Group" or the "Company") announced that the preliminary outcome in the Company´s issue of shares with preferential rights for the Company's existing shareholders that was announced on 6 February 2025 (the "Rights Issue") indicated that the Rights Issue had been subscribed to approximately 115.5 percent in total and that the Rights Issue is oversubscribed. Today the Company can confirm that the Rights Issue is oversubscribed by 115.5 percent. A total of 372,000 class A shares and 22,048,846 class B shares were subscribed for, corresponding to 115.5 percent of the Rights Issue, of which 372,000 class A shares and 18,952,914 class B shares were subscribed for with subscription rights and 3,095,932 class B shares were subscribed for without subscription rights. Thus, no guarantee commitments will need to be utilised. The subscription price in the Rights Issue was SEK 7.75 per share. Through the Rights Issue, the Company raises proceeds of approximately SEK 150 million before deduction of costs attributable to the Rights Issue.**

# **Final outcome of the Rights Issue**

The subscription period of the Rights Issue was between 10 March and 24 March 2025. The final outcome of the Rights Issue shows that 372,000 class A shares and 18,952,914 class B shares were subscribed for with subscription rights, corresponding to approximately 99.6 percent of the Rights Issue. In addition, the Company received subscriptions without subscription rights of 3,095,932 class B shares, corresponding to 16.0 percent of the Rights Issue. In total, the subscriptions with and without subscription rights amounted to 372,000 class A shares and 22,048,846 class B shares, corresponding to approximately 115.5 percent of the Rights Issue. Thus, no guarantee commitments will need to be utilised. The Board of Directors of the Company has today resolved to allot 372,000 class A shares and 19,032,099 class B shares offered in the Rights Issue.

# **About the Rights Issue**

The Rights Issue was fully secured through subscription commitments from existing shareholders as well as a guarantee commitment. For the guarantee commitment, a fee corresponding to 7.5 percent of the guaranteed amount is paid. In accordance with the terms of the guarantee, the guarantee fee will be paid in cash. Through the Rights Issue, the Company raises proceeds of approximately SEK 150 million before deductions for costs attributable to the Rights Issue, which are estimated to amount to

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approximately SEK 6.7 million (excluding the guarantee cost). The Company intends to use the proceeds from the Rights Issue to strengthen its balance sheet and improve near-term liquidity. In connection with the Rights Issue, Wästbygg Group entered into a bridge loan with M2 Holding AB of SEK 30 million and in addition thereto M2 Holding AB, Fino Förvaltning AB and Gårdarike AB (with associated companies) has made advance payments through loans of the subscription payment in the amount of SEK 72 million. The bridge loan and such advance payment, corresponding to a total amount of approximately SEK 102 million, will now be offset against shares.

## **Notification of allotment and delivery of shares**

Those who have subscribed for class A shares and class B shares in the Rights Issue by utilisation of subscription rights will receive paid subscribed shares (BTA) booked on their securities accounts. Those who have been allocated shares subscribed for without utilisation of subscription rights will receive a contract note, which is expected to be distributed on 26 March 2025. Those who have not been allocated shares will not receive any notification. Subscribed and allocated shares shall be paid cash in accordance with the instructions on the contract note. Those who have subscribed for shares without subscription rights through its nominee will receive notification of subscription in accordance with the nominee's routines.

Delivery of class A shares and class B shares will occur when registration of the Rights Issue has been completed with the Swedish Companies Registration Office, which is expected to take place around 2 April 2025.

Trading in paid subscribed shares (BTA) is expected to continue until the Swedish Companies Registration Office has registered the Rights Issue in full and the paid subscribed shares (BTA) have been converted into class A shares and class B shares. The new class B shares will be admitted to trading on Nasdaq Stockholm in connection with such conversion.

# **Changes in share capital and number of shares and dilution**

The Company's share capital will, through the Rights Issue, increase by SEK 2,156,011, from SEK 3,593,352 to SEK 5,749,363 and the number of shares in the Company will increase by 372,000 class A shares, from a total of 620,000 to 992,000 class A shares, and by 19,032,099 class B shares, from a total of 31,720,165 to 50,752,264 class B shares. The completion of the Rights Issue entails a dilution for shareholders who chose not to participate of approximately 37.5 percent of the number of shares in the Company.

## **Advisers**

DNB Markets, a part of DNB Bank ASA, Sweden branch acts as Sole Global Coordinator in connection with the Rights Issue. Gernandt & Danielsson is legal adviser to the Company in connection with the Rights Issue.

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## **For more information, please contact:**

Robin Sundin, COO Tel 0725-29 30 04, e-mail [robin.sundin@wbgr.se](mailto:robin.sundin@wbgr.se)

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#### [wbgr.se](http://wbgr.se)

……………………….

#### **About Wästbygg Group:**

The Wästbygg Group is a listed construction and project development company that builds and develops residential, commercial buildings and community service properties, as well as logistics and industrial. The group comprises Wästbygg AB, Rekab Entreprenad AB and Logistic Contractor AB.

The group operates in the most expanding markets in Sweden and within Logistic Contractor also in the neighboring Nordic countries. In 2024, the group had sales of SEK 4.3 billion and 500 employees.

#### **Important information**

This press release and the information herein is not for release, distribution or publication, in whole or in part, directly or indirectly, in or into the United States, the United Kingdom, Australia, Canada, the Hong Kong Special Administrative Region of the People's Republic of China, Japan, South Africa, or any other state or jurisdiction in which such release, distribution or publication would be unlawful or require registration or any other measures in accordance with applicable law.

None of the securities referred to herein (collectively, the "**Securities**") have been or will be registered under the United States Securities Act of 1933, as amended (the "**Securities Act**"), or the securities laws of any state or other jurisdiction in the United States, and may not be offered, pledged, sold, delivered or otherwise transferred, directly or indirectly, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Company does not intend to register any of the Securities in the United States or to conduct a public offering of the Securities in the United States.

This announcement does not constitute an offer of securities to the public in the United Kingdom. No prospectus has been or will be registered in the United Kingdom in respect of the Securities. In the United Kingdom, this press release is being distributed to and is directed only at "investment professionals" falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "**Order**"), or high net worth companies and other persons to whom the information may lawfully be communicated, falling within Article 49(2)(a) to (e) of the Order (all such persons together being referred to as "**Relevant Persons**"). Any investment activity to which this communication relates will only be available to and will only be engaged with, Relevant Persons. Any person who is not a Relevant Person should not act or rely on this press release or any of its contents.

In the EEA Member States, with the exception of Sweden (each such EEA Member State, a "**Relevant State**"), this press release and the information contained herein are intended only for and directed to qualified investors as defined in Article 2 (e) of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (the "**Prospectus Regulation**"). The Securities are not intended to be offered to the public in any Relevant State and are only available to qualified investors except in accordance with exceptions in the Prospectus Regulation. Persons in any Relevant State who are not qualified investors should not take any actions based on this press release, nor rely on it.

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This press release is not a prospectus for the purposes of the Prospectus Regulation and has not been approved by any regulatory authority in any jurisdiction. No prospectus will be prepared in connection with the Rights Issue. On 5 March 2025, the Company published an exemption document in the form prescribed by Regulation (EU) 2024/2809 ("**Listing Act**") Annex IX.

The press release is for informational purposes only and does not constitute an offer to sell or issue, or the solicitation of an offer to buy or acquire, or subscribe for, any securities or any other financial instruments in the Company. Any offer in respect of any of the Securities is only made through the exemption document that the Company published on 5 March 2025. Offers will not be made to, and application forms will not be approved from, subscribers (including shareholders), or persons acting on behalf of subscribers, in any jurisdiction where applications for such subscription would contravene applicable laws or regulations, or would require additional prospectuses, filings, or other measures in addition to those required under Swedish law. Measures in violation of the restrictions may constitute a breach of relevant securities laws.

## *Forward-looking statements*

This press release contains forward-looking statements that reflect the Company's current view of future events as well as financial and operational development. Words such as "intend", "assess", "expect", "may", "plan", "estimate" and other expressions involving indications or predictions regarding future development or trends, not based on historical facts, identify forward-looking statements and reflect the Company's beliefs and expectations and involve a number of risks, uncertainties and assumptions which could cause actual events and performance to differ materially from any expected future events or performance expressed or implied by the forward-looking statement. The information contained in this press release is subject to change without notice and, except as required by applicable law, the Company does not assume any responsibility or obligation to update publicly or review any of the forward-looking statements contained in it and nor does it intend to. You should not place undue reliance on forward-looking statements, which speak only as of the date of this press release. As a result of these risks, uncertainties and assumptions, you should not place undue reliance on these forward-looking statements as a prediction of actual future events or otherwise.

This announcement does not constitute an investment recommendation. The price and value of Securities and any income from them can go down as well as up and you could lose your entire investment. Past performance is not a guide to future performance. Information in this announcement cannot be relied upon as a guide to future performance.

#### **Attachments**

[WÄSTBYGG GRUPPEN AB ANNOUNCES FINAL OUTCOME OF THE COMPANY'S](https://storage.mfn.se/efcaa778-3335-4d61-a008-fed90eccdd28/wastbygg-gruppen-ab-announces-final-outcome-of-the-companys-oversubscribed-fully-secured-rights-issue.pdf)  [OVERSUBSCRIBED FULLY SECURED RIGHTS ISSUE](https://storage.mfn.se/efcaa778-3335-4d61-a008-fed90eccdd28/wastbygg-gruppen-ab-announces-final-outcome-of-the-companys-oversubscribed-fully-secured-rights-issue.pdf)