PRESS RELEASE Kiruna on
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN
The board of directors of
The Rights Issue in brief
- A person registered on the record date on
7 January 2021 as a shareholder in Copperstone has pre-emption right to subscribe for new shares in the Rights Issue of approximately MSEK 160, before deduction of issue costs, whereby two (2) existing shares entitle to subscription of one (1) new share (i.e. subscription ratio 1:2) at a subscription price ofSEK 0.50 per new share. - The subscription period will take place from and including 11 January up to and including
25 January 2021 .
- Copperstone has obtained subscription undertakings in an aggregate amount of approximately MSEK 81.7 corresponding to approximately 50.9 per cent of the Rights Issue with and without the support of subscription rights. This includes undertakings with or without subscription rights from management and Board members of approximately MSEK 19.0 in total, corresponding to approximately 11.8 per cent of the Rights Issue.
- The Company has in connection with the Rights Issue entered into an agreement regarding an interest-free bridge loan, from the Company’s Chairman of the Board,
Jörgen Olsson , via JOHECO of approximately MSEK 10.3 (which is included in the just mentioned MSEK 19.0), that will be set-off against shares in the Rights Issue, firstly within the Rights Issue or, secondly, at a very high subscription rate, by the means of a directed share issue by set-off (corresponding to a so-called over-allotment issue). - The Rights Issue is intended to, primarily, finance the project development towards a reopening of the Viscaria mine, as well as to prepay the additional purchase price regarding the Viscaria acquisition.
Shareholders who choose not to participate in the Rights Issue will have their shareholding diluted by a maximum of approximately 33.3 per cent of the capital. However, such non-participating shareholder have a possibility to sell their subscription rights in order to receive compensation, in whole or in part, for the dilution. In the event that the above mentioned bridge loan is utilized by the Company, the bridge loan is intended to be settled by a set-off in connection with the allotment, and as a second alternative at a very high subscription rate, by a directed share issue by set-off (corresponding to a so called over-allotment issue). In such case, the total amount for the two rights issues may amount to a maximum of approximately MSEK 170. The total dilution, included the over-allotment issue, may therefore amount to a maximum of approximately 34.7 per cent.
In the event that not all new shares are subscribed for by exercise of subscription rights, the board of directors shall, within the limits of the maximum amount of the Rights Issue, resolve on allotment of new shares subscribed for without subscription rights, whereby allotment shall be made primarily to those who have given binding undertakings prior to the launch of the planned Rights Issue to subscribe for shares without support of subscription rights, secondly to those who have subscribed for shares by exercise of subscription rights (irrespective of whether the subscriber was a shareholder on the record date or not) and have applied for subscription without subscription rights, and, in the event allotment cannot be fully made, pro rata in relation to the number of subscription rights each subscriber has exercised for subscription of shares those who have subscribed for shares, thirdly to those who have subscribed for shares in the Rights Issue without subscription rights and, in the event allotment cannot be fully made, pro rata in relation to the number of shares stated in each subscription application.
Complete terms and conditions and instructions for the Share Issue as well as other information regarding the Company will be stated in the prospectus that will be published before the subscription period.
Indicative time plan
Final trading day for the Copperstone share including the right to participate in the Rights Issue | |
First trading day for the Copperstone share excluding the right to receive subscription rights | |
Record day for the right to participate with pre-emption rights in the Rights Issue | |
On or around | Publication of prospectus |
11 – | Subscription period |
11 – | Trading with subscription rights takes place on the Nasdaq First North Growth Market |
Trading with interim shares | |
Estimated date for the publication of the outcome of the Rights Issue |
Advisors
Financial advisor to Copperstone in connection with the Rights Issue is
For more information, please contact
Chairman of the board
jorgen.olsson@deciso.se
CEO
michael.mattsson@copperstone.se
info@copperstone.se or www.copperstone.se
ABOUT COPPERSTONE
IMPORTANT INFORMATION
The information in this press release does not constitute an offer to acquire, subscribe or otherwise trade in shares, subscription rights or other securities in Copperstone. Any invitation to the persons concerned to subscribe for shares in Copperstone will only be made through the prospectus which Copperstone will publish on the Company’s website (www.copperstone.se) on or around
This press release is not a prospectus in the meaning of Regulation (EU) 2017/1129 (the “Prospectus Regulation”) and has not been approved by any regulatory authority in any jurisdiction. A prospectus, corresponding to an EU Growth Prospectus, will be drawn up by the Company and published on the Company’s website.
This press release does not constitute an offer to, or an invitation to, acquire or subscribe for any shares in Copperstone in any jurisdiction, neither from Copperstone nor from anyone else. This press release may not be announced, published or distributed, directly or indirectly, in or into
No subscription rights, interim shares or shares in Copperstone have been, or will be, registered under the United States Securities Act of 1933 in its current wording (the “Securities Act”) or the securities laws of any state or other jurisdiction in
The securities referred to herein have not been approved or disapproved by the
This press release contains certain forward-looking information that reflects Copperstone’s present view of future events as well as financial and operational development. Words such as “intend”, “assess”, “expect”, “may”, “plan”, “believe”, “estimate” and other expressions entailing indications or predictions of future development or trends, not based on historical facts, constitute forward-looking information. Forward-looking information is inherently associated with both known and unknown risks and uncertainties as it depends on future events and circumstances. Forward-looking information is not a guarantee of future results or development and actual outcomes may differ materially from the statements set forth in the forward-looking information.
Attachment
- PR 201222 UK
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