Warrants of series TO6 in Wyld Networks were subscribed to approximately 87.3 percent and the company resolves on directed issues to underwriters
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Wyld Networks AB ("Wyld Networks" or the "Company") today announces the outcome of the exercise of warrants of series TO6, which were issued in connection with a rights issue in the Company during the fourth quarter of 2024. In total, 215,273,884 warrants of series TO6 were exercised, corresponding to approximately 87.3 percent of the total number of outstanding warrants of series TO6, for subscription of 215,273,884 shares at an exercise price of SEK 0.028 per share. Wyld Networks will receive approximately SEK 6.0 million before issuing costs through the exercise of the warrants of series TO6. As communicated though a press release on March 4, 2025, the Company has received commitments securing a total of 100 percent of the issue proceeds through subscription commitments and underwriting commitments. Due to the exercise rate from existing warrant holders, the underwriting commitments will be utilized for 31,414,936 shares, corresponding to approximately SEK 0.9 million or approximately 12.7 percent of the issue volume of TO6. Considering this, the Board of Directors, based on the authorization from the extraordinary general meeting on October 2, 2024, has resolved on a directed issue of 31,414,936 shares (the "Directed Issue") to the investors Tuvedalen Ltd and Olsen Fond & Försäkring AB (the "Underwriters") as well as a directed issue of 54,140,879 shares by way of set-off to the Underwriters corresponding to the Underwriters' compensation (the "Compensation Issue", and together with the Directed Issue the "Share Issues").
Comment from Alastair Williamson, CEO
"We are delighted that so many have chosen to exercise their warrants and have subscribed for new shares in Wyld Networks. The strong turnout provides the necessary fuel to speed up the growth phase of our company through acceleration of our product deployment. I'm extremely excited as we continue this journey and at the same time, I would like to express my sincere gratitude to our existing shareholders for their steadfast support."
Background
The exercise period for exercise of the warrants of series TO6 took place during the period from and including March 4, 2025, up to and including March 18, 2025. The exercise price per share for exercising the warrants of series TO6 was set to SEK 0.028.
In total, 215,273,884 warrants of series TO6 were exercised for subscription of 215,273,884 shares, meaning that approximately 87.3 percent of all outstanding warrants of series TO6 were exercised for subscription of shares. Through the exercise of the warrants of series TO6, Wyld Networks will receive approximately SEK 6.0 million before issuing costs.
Exercised warrants have been replaced with interim shares (IA), pending registration with the Swedish Companies Registration Office. The interim shares are expected to be converted to shares within approximately two (2) weeks.
The Board of Directors' decision on the Share Issues to the Underwriters
The Company has previously communicated that a supplementary directed share issue to the Underwriters will take place after the completion of the exercise period. The underwriting entails that the Underwriters undertake to subscribe for the number of shares required to bring the exercise rate up to 100 percent of the issue volume. The outcome of the exercise of TO6 means that the underwriting will be utilized for 31,414,936 shares and that the Company will receive an additional approximately SEK 0.9 million in the Directed Issue. In accordance with the underwriting agreements, compensation of 25 percent of the underwritten amount is paid in shares. The underwriting compensation has been set-off against 54,140,879 newly issued shares in the Compensation Issue. The subscription price in the Share Issues amounts, in accordance with the negotiated underwriting agreements, to SEK 0.028 per share, corresponding to the subscription price for the exercise of TO6.
The background for the Directed Issue and the deviation from the shareholders' preferential rights is as follows:
- The Board of Directors assesses that it is important for the operation of the Company's business and the ability to achieve short- and long-term goals that the Company secures the amount of capital that a full exercise of warrants of series TO6 could have generated. The Board of Directors therefore wanted to ensure in advance that the Company would receive the issue proceeds that a full exercise of warrants of series TO6 could have generated by entering into underwriting agreements with the Underwriters.
- The Board of Directors has carefully considered other available financing alternatives, including the possibility of raising the necessary capital through a rights issue. The additional cost of a rights issue, such as advisory fees and underwriter compensation, would be disproportionately large given the limited size of the Directed Issue. Furthermore, a rights issue entails extensive work and costs for securing the rights issue, while there are no guarantees that the rights issue will be fully subscribed.
- The size of the Directed Issue was entirely dependent on whether the warrant holders exercised the warrants of series TO6. It was up to the holders to exercise the warrants and thus limit, or entirely avoid, the Directed Issue.
The reason for deviating from shareholders' preferential rights in the Compensation Issue is to fulfill the Company's contractual obligation to the Underwriters according to the underwriting agreements. The Board of Directors also considers it beneficial for the Company's financial position and in the interests of the shareholders to pay the Underwriters' compensation in the form of shares instead of through cash payment, as it frees up funds and strengthens the Company's working capital.
The subscription price in the Share Issues corresponds to the subscription price upon exercise of the warrants of series TO6. The subscription price in the Share Issues has been determined through arm's length negotiations with the Underwriters, in consultation with financial advisors and through analysis of a number of market factors such as the Company's financing needs, opportunity cost for other financing and assessed market interest for an investment in the Company. It is the Board of Directors' assessment, based on the above factors, that the subscription price reflects current market conditions and current demand. Against this background, the Board of Directors assesses that the subscription price is in line with market conditions.
Number of shares, share capital and dilution
Through the exercise of the warrants of series TO6 and the Share Issues, the number of shares in Wyld Networks increases by 300,829,699 shares, from 576,725,272 shares to a total of 877,554,971 shares. The share capital will increase by SEK 1,492,803.061695, from SEK 2,861,875.854213 to SEK 4,354,678.915908.
For existing shareholders who did not exercise any warrants of series TO6, the dilution amounts to approximately 34.3 percent of the number of shares and votes in the Company.
Advisors
Mangold Fondkommission AB is financial advisor and Advokatfirman Schjødt is legal advisor to the Company regarding the warrants of series TO6 and the Share Issues.
For further information about Wyld Networks, please contact:
Alastair Williamson, CEO Wyld Networks
E-mail: alastair.williamson@wyldnetworks.com
Tel: +44 7 824 997 689
This information is information that Wyld Networks AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out above, on March 20, 2025, at 13:35 CET
About Wyld Networks
Wyld Networks develop and sells innovative wireless technology solutions that enables affordable connectivity anywhere in the World, addressing the problems for businesses and people regarding the lack of global mobile network coverage. The solutions are mainly targeted to wireless connectivity for the Internet of Things (IoT) and people.
Wyld Networks Ltd was formed in Cambridge, UK in 2016 and is a wholly owned subsidiary of Wyld Networks AB.
The Wyld Networks share (WYLD) is traded on the Nasdaq First North Growth Market.
Certified Adviser to Wyld Networks is Mangold Fondkommission AB.
Read more on: www.wyldnetworks.com
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This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 and has not been approved by any regulatory authority in any jurisdiction. A prospectus was produced by the Company in connection with the rights issue in which warrants of series TO6 were issued. The prospectus is kept available at, inter alia, the Company's website.