Press release Stockholm 13 May 2016
This press release is not for release, publication or distribution, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa, Switzerland or the United States, or in any other jurisdiction where distribution of this press release would be illegal. See also section IMPORTANT INFORMATION below.
GomSpace (provider of nanosatellites) announces initial public offering in connection with listing on Nasdaq First North Stockholm (Premier Segment)
The board of directors of GS Sweden AB (publ) (the ”Company” or “GomSpace”), parent company of GomSpace ApS, has, in order to fully capitalize from their strong market position, decided to broaden the shareholder base through a new issue of shares (the “Offering”). The board of directors of the Company has also applied for the Company’s shares to be listed for trading on Nasdaq First North Stockholm (Premier Segment).
The Offering is directed to the general public in Sweden, Denmark and Norway as well as to professional investors in Sweden and internationally.
The Offering comprises issuance of new shares to a total amount of SEK 125 million, which corresponds to maximum 10,000,000 new shares at the fixed subscription price of SEK 12.50 per share.
Guarantee commitments have been provided corresponding to SEK 100 million (80 percent) of the Offering.
The subscription period in the Offering is between 19 May 2016 and 1 June 2016.
Provided that the application on listing is approved, the first day of trading is planned to occur on or
about 16 June 2016.
All existing shareholders have committed to lock-up restrictions under a period of 24 months after the date of listing.
GomSpace in brief
The Company’s business operations are conducted through the wholly-owned Danish subsidiary, GomSpace ApS, with operational office in Aalborg, Denmark. GomSpace develops and sells products and perform service and maintenance in the global nanosatellite market.
GomSpace is an internationally recognized provider of professional nanosatellite turn-key solutions, platforms and commercial off the shelf sub-systems and software modules. The Company is currently developing fully- fledged multi-satellite missions in support of a number of industries, including aviation, shipping and agriculture as well as security related products. GomSpace’s main product offering to the market is the capability to deliver tailored nanosatellite platform(s) with relevant payload to meet specific customer requirements and, where requested, deliver as a full mission solution. This means that GomSpace for the customer handle all arrangements concerning the satellite development, production, launch and operation. GomSpace’s core competence lies within satellite and radio technology. With headquarters in Aalborg, Denmark, known to be a radio-hub since the 1970s, the management and key persons of GomSpace have a profound knowledge in complex radio-technology.
The global market shows great potential for nanosatellites. In recent years, the management of GomSpace has been considering various options for long-term strategic moves enabling GomSpace to take advantage of this growth potential. An initial public offering will give GomSpace access to extra capital thus putting it in an even stronger position than the present one.
Whilst GomSpace is considered a pioneer and agenda-setting player on the market, business must equally be seen as one that is highly dynamic and growth determined. “Committing to an initial public offering at this stage seems a natural step to us” explains Niels Buus (CEO). “We have spent the last decade, step by step and often as pioneer building up our own market position plus building up the market as such. At this point, and considering the experience of GomSpace, an increased capital injection will enable us to consolidate which is necessary. The capital injection will be our gateway for expansion generating additional sales. We will boost product development and we have plans for establishing subsidiaries in the US and in Singapore. From this point and on, GomSpace will still be considered a pioneer in business, our focus will shift, however, to generate first and foremost a professional business platform relying on volume and streamlined approach with the greater mission of adding value”, Niels Buus concludes.
The Offering is directed to the general public in Sweden, Denmark and Norway as well as to professional investors in Sweden and internationally. The reason for the deviation from the shareholders’ preferential rights is to broaden the shareholder base.
The Offering comprises issuance of new shares to a total amount of SEK 125 million, which corresponds to maximum 10,000,000 new shares at the fixed subscription price of SEK 12.50 per share. The subscription price has been determined by the Company’s board of directors and majority shareholders in consultation with their financial adviser Stockholm Corporate Finance.
Guarantee commitments have been provided corresponding to SEK 100 million (80 percent)of the Offering against cash remuneration amounting to ten (10) percent of the guaranteed amount.
The subscription period in the Offering is between 19 May 2016 and 1 June 2016.
Payment is to be made three (3) business days after contract notes have been sent out confirming
allotment. The expected settlement day of the Offering is 10 June 2016.
A prospectus with full terms and conditions of the Offering will be published not later than the day before the first day of the subscription period. The publication will be announced by the Company through a press release.
Provided that the application on listing is approved, the first day of trading is planned to occur on or about 16 June 2016.
Background and reasons
GomSpace ApS was founded in 2007 by initiative takers in the very first launches of nanosatellites in the world. The nanosatellite market is growing rapidly. The demand for affordable satellites that are relatively easy to
manage is increasing as never before. In order for GomSpace to meet the demand from existing and new customers, to keep its share of the market holding a strong market position, the board of directors is of the opinion that there is a lack of working capital. The proceeds from the Offering will be used for the following:
Expansion (50-55 percent of the proceeds)
In order for GomSpace to retain its market share an extensive expansion plan has been formed, including development of the product roadmap and development of equipment and facilities in order to create a more efficient production. 70 percent of the satellite market is located in the US. GomSpace is planning to place subsidiaries in the US to gain advantages in the American market. A subsidiary is also planned to be placed in Singapore, a hub for air traffic in East Asia.
New applications (45-50 percent of the proceeds)
In order to meet the growing demand for tracking and communication applications using nanosatellites, GomSpace will invest in developing the organization and products in this area. Investments in access to launch services will also be made in order for the Company to be able to gain more control over launch-time and location.
Share structure and share capital
As of today, the Company’s share capital amounts to SEK 973,513.38, divided into 13,907,334 shares, each with a quotient (par) value of SEK 0.07. The Company’s share capital may be increased with maximum SEK 700,000 by the issuance of maximum 10,000,000 shares through the Offering. The Offering may thus entail a maximum dilution of approximately 42 percent (calculated as the number of shares and votes prior the Offering divided with the total number of shares and votes subsequent the Offering).
Stockholm Corporate Finance AB acts as financial adviser and EY Law AB acts as legal adviser to the Company in connection with the Offering. Nordnet Bank AB acts as retail selling agent in connection with the Offering.
For more information, please contact:
Niels Buus (CEO)
Tel: +45 9635 6111
The board of directors of the Company has applied for listing of the Company’s shares at Nasdaq First North Stockholm (Premier Segment) and has engaged FNCA Sweden AB as Certified Adviser.
For more information, please visit our website www.gomspace.com.
This document has not been approved by any regulatory authority. The document is a press release and not a prospectus and investors should not subscribe for or purchase securities referred to in this document except on the basis of information contained in the prospectus that will be approved by the Swedish Financial Supervisory Authority and be kept available at the company’s website. Distribution of this press release could in some jurisdictions be subject to restrictions according to law and recipients of this, or part of this, are required to inform themselves of, and comply with, such legal restrictions. Information in this press release should not constitute an offer to sell shares, or a solicitation of any offer to purchase shares, nor should any sale of the securities referred to herein be made, in any jurisdiction where such offer, solicitation of any offer to purchase, or sale would require preparing additional prospectus or other offering documents, or would not be lawful without registration or applicable exemptions from registering according to security acts in any such jurisdiction.
This press release neither constitutes, nor constitutes a part of, an offer or a solicitation of an offer to purchase or subscribe for securities in the United States. Securities referred to herein have not been, and will not be, registered in accordance with the American Securities Act of 1933 ("Securities Act"), and may not be offered or sold within the United States absent registration in accordance with the Securities Act, or an exemption therefrom. Securities referred to herein are not offered to the general public in the United States. Copies of this press release is not being made and may not be distributed or sent, in whole, or part, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa, Switzerland or the United States or to any other jurisdiction where the distribution respectively the issuance of this press release would be unlawful.