BeammWave AB (“BeammWave” or the “Company”) announces that the Company has received declarations of intent and entered into agreements of subscription- and guarantee undertakings (so-called “top-down” or “top guarantee”) in connection with the ongoing redemption of warrants of series TO 4B (“Warrants”), whose exercise period commenced on December 2, 2024, and will run until December 16, 2024. Declarations of intent and subscription undertakings cover a total of approximately 37.1 percent of the outstanding warrants, and the guarantee undertakings amount to approximately SEK 14.2 million, corresponding to 50.0 percent of the maximum proceeds from the exercise of Warrants.
In connection with the ongoing exercise of Warrants, BeammWave has received declarations of intent and entered into agreements of subscription undertakings with some of the Company’s larger existing shareholders, amounting to approximately 37.1 percent of the outstanding warrants, as well as top guarantees from both existing and external investors totalling approximately SEK 14.2 million, corresponding to 50.0 percent of the maximum proceeds from the exercise of Warrants.
The guarantee undertakings constitutes a so-called "top-down guarantee". The guarantee undertakings are thus added to the final subscription level for the Warrants and are intended to ensure the last part of the exercise in the redemption of warrants in the event that all Warrants are not exercised by existing warrant holders. If the board of the Company decides to utilize the guarantee undertaking, this will be done through a directed issue of shares to the guarantors at a subscription price corresponding to the exercise price of the Warrants. For the guarantee undertaking, a compensation of 10 percent will be paid either in cash or through newly issued shares in the Company. No compensation is provided for the subscription undertakings or declarations of intent. The guarantee compensation has been determined through negotiations between the Company and the guarantors at arm's length. The board considers the compensation to be in line with market terms. Neither subscription undertakings nor guarantee undertakings are secured by bank guarantee, blocked funds, pledges or similar arrangements.
Increase in the number of shares and share capital
Upon full utilization of all 8,888,102 Warrants, the Company's share capital will increase by SEK 878,461.078 to SEK 3,078,028.840 through the issuance of 8,888,102 new shares, resulting in the total number of outstanding shares in the Company increasing from 22,254,808 to 31,142,910.
Advisors
Redeye AB acts as financial advisor, and Advokatfirman Delphi AB acts as legal advisor to BeammWave in connection with the exercise of Warrants. Aktieinvest FK AB acts as issuing agent in connection with the Rights Issue.
