Press release - Ranplan Group AB announces initial public offering in connection with listing on Nasdaq First North Stockholm and publishes prospectus
Ranplan Group AB ("Ranplan" or the ”Company") has decided to broaden the ownership of the shares in the Company by way of a new issue of shares (the “Offering”) followed by a listing of the Company's shares on Nasdaq First North Stockholm (“First North”). The prospectus for the Offering will be published today.
Not for publication, distribution or release, directly or indirectly, inor into the United States, Australia, Canada, Japan, South Africa or any otherstate or jurisdiction in which such measure would be unlawful or requireadditional registration or any other actions to be taken in addition to therequirements under Swedish law. See also the important information sectionbelow.
Ranplan in brief and rationalefor the Offering
Ranplan is a software company operating inplanning, simulation and optimization of telecom networks. Today, 80 percent ofall mobile traffic is generated within buildings, while only 2 percent of allcommercial buildings have dedicated wireless indoor networks. This leads toinadequate connections (which are expected to increase due to the introductionof 5G), which in turn leads to dissatisfied mobile users. In order to solvethis problem, Ranplan has developed a software program at the outermost edge oftechnology, through which Ranplan's customers save both money and receivesatisfied end customers. Today, the Company is the only company in the marketcapable of offering a software tool that can plan indoor and outdoorenvironments in coordination while providing the most accurate predictionmodels. Therefore, Ranplan has a unique position in its market segment. 2018has begun well with almost a doubling of revenues compared to the correspondingquarter of 2017.
The Company has recently entered intoagreements with companies such as Huawei, TEOCO and Ericsson and has receivedVerizon approval to allow Verizon subcontractors to use the Ranplan suite oftools. In order to capitalize on the Company's favorable market position,Ranplan now plans to raise SEK 62 million, of which the entire amount isguaranteed. The raised capital will predominately be used for sales andmarketing but also for product development and strengthening the Company'sbalance sheet. Ranplan has chosen First North in Stockholm mainly as a resultof the strong technical knowledge and capital adequacy of the Swedish market, Nasdaq'sglobal brand. This is of significant importance to Ranplan's customers andpartners because a significant part of the Company's operations are expected tobe conducted on the North American and Asian continents, and consequently alisting on such a market makes it attractive for raising liquidity.
The Offering in brief
- The Offering is directed at the general public in Sweden, Denmark and Norway, as well as to professional investors in Sweden and internationally.
- TheOffering comprises a maximum of 6,019,418 new shares offered by the Company.
- Thesubscription period for the Offering starts on 24 May 2018 and ends on 7 June 2018.
- Thesubscription price in the Offering is SEK 10.30 per share. In total, the Offeringamounts to SEK 62 million before transaction costs. The subscription pricecorresponds to a valuation of the Company's shares of SEK 145 million prior to theOffering.
- TheOffering has been guaranteed in full (SEK 62 million), of which 16 per cent(SEK 10 million) relates to subscription commitments (Sw. teckningsåtaganden) and 84 per cent (SEK 52 million) relates toguarantee commitments (Sw.garantiåtaganden). More detailed information regarding the commitments andthe parties providing such commitments will be presented in the prospectus.
- Anticipatedfirst day of trading is around 28 June 2018.
TheOffering is conditional upon the Company fulfilling First North listingrequirements and provided that no circumstances arise under which the Offering couldbe considered inappropriate by the Company’s board of directors. The Offeringmay thus be cancelled under such circumstances.
The prospectus, with full terms andconditions of the Offering, is available on Ranplan’s website (www.ranplanwirelsess.com),Hagberg & Aneborn’s website (www.hagberganeborn.se), Nordnet’s website(www.nordnet.se) and will be kept available at the Swedish FinancialSupervisory Authority’s website (www.fi.se).
Share capital and number of shares
As of today, the Company’s share capitalamounts to SEK 563,935.76 divided between 14,098,394 shares, giving each sharea quotient (par) value of SEK 0.04. Provided that the Offering is fullysubscribed, the share capital will increase with SEK 240,776.72 by the issuanceof 6,019,418 new shares, corresponding to 42.70 per cent of the total number ofshares and votes in the Company prior to the Offering and resulting in adilution of approximately 29.92 per cent (calculated as the maximum number ofshares and votes issued through the Offering, divided with the maximum numberof shares and votes after the Offering).
NaventusCorporate Finance AB actsas financial adviser inconnection with the Offering and Setterwalls Advokatbyrå AB is legal advisersto the Company in connection with the Offering. Hagberg & AnebornFondkommission AB has been appointed as issuing agent. FNCA Sweden AB will bethe Company's Certified Adviser at First North.
About Naventus Corporate Finance AB
Naventus CorporateFinance is an independent privately-owned financial adviser offering servicesin the field of qualified advice on initial public offerings, capital raisings(equity as well as debt), ownership changes, acquisitions, mergers anddivestments (M&A) to listed and private companies and its owners.
For more information:
Alastair Williamson, CEO,+44 7824 997689
This documenthas not been approved by any regulatory authority. The document is a pressrelease and not a prospectus and investors shall not subscribe or purchasesecurities referred to in this document except on the basis of the informationcontained in the prospectus approved by the Swedish Financial Supervisory Authority (Sw: Finansinspektionen) and made available on the Company's website. Distribution of this pressrelease may in certain jurisdictions be subject to restrictions by law andpersons who have access to this, or part of this, are required to inform themselvesof, and comply with, such legal restrictions. Information in this press releaseshall not constitute an offer to sell shares, or a solicitation of any offer topurchase shares, nor shall there be any sale of the securities referred toherein, in any jurisdiction where such offer, solicitation of any offer topurchase, or sale would require preparing an additional prospectus or otheroffering documents, or would not be lawful without registration or applicableexemption from registration under the securities laws of such jurisdiction.This press release does not constitute, or is part of, an offer or asolicitation of an offer to purchase or subscribe for securities in the UnitedStates. Securities referred to herein have not and will not be registered inaccordance with the US Securities Act of 1933 (Securities Act), and may not beoffered or sold within the United States without registration in accordancewith the Securities Act, or an exemption therefrom. Securities referred toherein are not offered to the general public in the United States. Copies ofthis press release are not made and may not be distributed or sent, in whole orin part, directly or indirectly, to Australia, Hong Kong, Japan, Canada, NewZealand, Switzerland, Singapore, South Africa or the United States or to anyother jurisdiction where the distribution or issuance of this press releasewould be unlawful.