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Acconeer announces final outcome in the company’s fully guaranteed rights issue

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Acconeer AB (“Acconeer” or the “Company”) announces today the final outcome in the Company’s rights issue of shares of approximately SEK 149 million (the “Rights Issue”), which is fully covered through a combination of subscription undertakings and guarantee commitments. The subscription period in the Rights Issue ended on 28 March 2024. The final outcome shows that 28,372,000 shares, corresponding to approximately 79.9 percent of the offered shares, have been subscribed for with support of subscription rights. Additionally, applications for subscription of 5,893,311 shares without the support of subscription rights, corresponding to approximately 16.6 percent of the offered shares, have been submitted. Together, subscriptions with support of subscription rights and subscriptions without the support of subscription rights correspond to approximately 96.5 percent of the offered shares in the Rights Issue. Thus, guarantee commitments of 1,251,733 shares, corresponding to approximately 3.5 percent of the offered shares, will be utilised. The Rights Issue will provide the Company with approximately SEK 149 million before deduction of transaction costs.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEALAND OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES. PLEASE REFER TO SECTION “IMPORTANT INFORMATION” BELOW.

The Rights Issue comprised 35,517,044 shares, of which 28,372,000 shares, corresponding to approximately 79.9 percent of the offered shares, have been subscribed for with support of subscription rights. Additionally, applications for subscription of 5,893,311 shares without support of subscription rights have been submitted, corresponding to approximately 16.6 percent of the offered shares. A total of 5,893,311 shares, corresponding to 16.6 percent of the offered shares, have been allotted to individuals who have applied to subscribe for shares without support of subscription rights. Together, subscriptions for shares with support of subscription rights and subscription for shares without support of subscription rights correspond to approximately 96.5 percent of the offered shares in the Rights Issue. Thus, guarantee commitments of 1,251,733 shares, corresponding to approximately 3.5 percent of the offered shares, will be utilised. As a result of the Rights Issue, Acconeer’s share capital will increase by 1,775,852.20 SEK to 3,107,741.35 SEK and the number of shares and votes will increase by 35,517,044 to 62,154,827.

The last day for trading in paid subscribed shares (BTA) is expected to be on 8 April 2024. The new shares subscribed for with support of subscription rights are expected to be registered with the Swedish Companies Registration Office around 5 April 2024 and the new shares are expected to start trading on Nasdaq First North Growth Market as of 12 April 2024. The new shares subscribed for without support of subscription rights are expected to be registered with the Swedish Companies Registration Office around 11 April 2024 and the new shares are expected to start trading on Nasdaq First North Growth Market as of 12 April 2024.

Lock-up undertakings
Prior to the Rights Issue, all board members and key executives in the Company have entered into lock-up undertakings, including commitments not to dispose of financial instruments in the Company, with certain exceptions. The lock-up undertakings expire 180 days after the announcement of the outcome of the Rights Issue.

Furthermore, the Company has undertaken in relation to Carnegie Investment Bank AB, with customary exceptions, not to issue additional shares or other share-related instruments for a period of 180 days after the announcement of the outcome of the Rights Issue.

Advisers
In conjunction with the Rights Issue, the Company has engaged Carnegie Investment Bank AB (publ) as Sole Global Coordinator and Bookrunner, and Advokatfirman Schjødt as legal advisor.

Acconeer publishes prospectus in connection with the rights issue

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The Acconeer AB’s (publ) ("Acconeer" or the "Company") Board of Directors resolved on 5 March 2024 on a new share issue of a maximum of 35,517,044 shares with preferential rights for the Company’s existing shareholders (the "Rights Issue"). Through the Rights Issue, the Company will receive approximately SEK 149 million before transaction costs related to the Rights Issue. In connection with the Rights Issue, the Company publishes a prospectus which today has been approved and registered by the Swedish Financial Supervisory Authority (Sw. Finansinspektionen).

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEALAND OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES. PLEASE REFER TO SECTION "IMPORTANT INFORMATION" BELOW.

Indicative timetable

Record date for the Rights Issue 12 March 2024
Trading in subscription rights 14 March – 25 March 2024
Subscription period 14 March – 28 March 2024
Trade in paid subscribed shares (BTA) 14 March – 8 April 2024
Expected announcement of outcome in the Rights Issue 3 April 2024
Delivery of and trading in new shares subscribed with subscription rights 12 April 2024
Delivery of and trading in new shares subscribed without subscription rights 12 April 2024


Prospectus

For full information regarding the Rights Issue, please refer to the prospectus, which is available on Acconeer’s website, www.acconeer.com. Link to the application form is available on the same link at the start of the subscription period at the latest, and on Carnegie Investment Bank AB (publ)’s website, www.carnegie.se. The prospectus will also be available on the Swedish Financial Supervisory Authority’s (Sw. Finansinspektionen) website, www.fi.se.

Advisers

In conjunction with the Rights Issue, the Company has engaged Carnegie Investment Bank AB (publ) as Sole Global Coordinator and Bookrunner, and Advokatfirman Schjødt as legal advisor.

The Board of Directors of Acconeer has resolved to carry out a fully guaranteed rights issue of up to approximately SEK 149 million

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On 29 January 2024, Acconeer AB (“Acconeer” or the “Company”) announced its intention to carry out a fully guaranteed rights issue with preferential rights for existing shareholders (the “Rights Issue”). The Board of Directors of Acconeer has today, based on authorization granted by the Extraordinary General Meeting held on 1 March 2024, resolved on the terms that shall apply to the Rights Issue. The entire Rights Issue is since earlier covered through a combination of subscription undertakings and guarantee commitments. In addition, BGA Invest AB, the Company's largest shareholder, has on 4 March 2024 entered into a subscription undertaking of SEK 10 million. The subscription price in the Rights Issue amounts to SEK 4.20 per share. Through the Rights Issue, the Company is expected to receive approximately SEK 149 million before deductions for transaction costs.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEALAND OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES. PLEASE REFER TO SECTION “IMPORTANT INFORMATION” BELOW.

Summary

  • Existing shareholders in the Company receive one (1) subscription right for each share held on the record date. Three (3) subscription rights entitle the subscription of four (4) new shares in the Rights Issue.
  • The subscription price in the Rights Issue is SEK 4.20 per share, which corresponds to a discount of approximately 27.7 per cent compared to the theoretical price after the separation of subscription rights, based on the closing price for the Acconeer share on 4 March 2024 on Nasdaq First North Growth Market.
  • Through the Rights Issue, the Company will receive approximately SEK 149 million before deductions for transaction costs.
  • The net proceeds are intended to be used for the following purposes:
    • repayment of debt, including accrued interest, to Buntel AB and Exelity AB (about SEK 32 million) and the Swedish Tax Agency (about SEK 15 million);
    • research and development, in particular the completion of A2, Acconeer’s next generation radar sensor; and
    • general corporate purposes, aimed at, but not limited to, accelerating sales.
  • The record date for participating in the Rights Issue is 12 March 2024.
  • The subscription period in the Rights Issue takes place from and including 14 March 2024, up to and including 28 March 2024.
  • For existing shareholders who refrain from participating in the Rights Issue, the dilution amounts to approximately 57.1 per cent of the number of shares and votes in the Company after the Rights Issue.
  • The Rights Issue is fully covered by a combination of subscription undertakings, including from the largest shareholder BGA Invest AB, the Chairman of the Board Thomas Rex and the Company's CEO Lars Lindell, and guarantee commitments.

Background and reasons

Acconeer’s radar sensor combines the best aspects of radar technologies through its low power consumption of pulsed radar systems and the high precision of coherent radar. This opens new opportunities for many applications with a diverse range of use cases – all in a component measuring five by five by 0.8 millimeters. Acconeer launched its first product in 2018 and has since sold more than two million radar sensors. The Company is currently in the process of expanding its product portfolio, collaborating with its strategic partner Alps Alpine to develop the next generation of pulsed coherent radar sensors, called A2.

Acconeer’s market is expected to continue growing rapidly, driven by major industry trends related to digitalization, such as 5G, artificial intelligence, and the Internet of Things. Currently, sensors based on ultrasound, infrared light, or camera technology are predominantly used. Acconeer doesn't need to create a new market but can replace existing solutions, each of which has its weaknesses.

Acconeer’s assessment is that its radar is the first radar with the size, power consumption, precision and price to enable the use of radar in e.g., consumer electronics. The applications for a radar sensor with these characteristics are numerous also in other areas such as smart cities, Internet of Things, industry, agriculture and automotive.

Intensive development of new applications is ongoing in all these areas, requiring more advanced sensors for gesture control, presence detection, level measurement and material recognition. In 2021, Acconeer signed a development agreement with Alps Alpine to develop the next generation of pulsed coherent radar sensors. This type of sensor will, among other things, be able to measure the angle of an object, enabling a wide range of use cases.

Acconeer is now prepared for the next phase of its development, consisting of a forward-leaning strategy to accelerate commercializing its first-generation product and advancing its technology for next-generation radar sensors. With this intensified development and commercialization strategy, the company aims to take significant steps towards realizing the potential of its technology in radar sensors.

To support Acconeer’s aforementioned strategy, the Company has resolved to carry out the Rights Issue and will receive a total of approximately SEK 149 million before transaction costs. The company has, through written agreements, obtained subscription and guarantee commitments equivalent to the entire Rights Issue.

Use of proceeds

The net proceeds from the Rights Issue are expected to be sufficient to fund the Company's business plan until the Company achieves positive cash flow, which is anticipated to occur during 2026. The net proceeds are intended to be used for the following purposes:

  • repayment of debt, including accrued interest, to Buntel AB and Exelity AB (about SEK 32 million) and the Swedish Tax Agency (about SEK 15 million)[1];
  • R&D, in particular the completion of A2, Acconeer’s next generation radar sensor; and
  • general corporate purposes, aimed at, but not limited to, accelerating sales.

The Rights Issue

The Board of Directors of the Company has today, based on the authorization granted by the Extraordinary General Meeting held on 1 March 2024, resolved to carry out a fully guaranteed rights issue of a maximum of 35,517,044 shares, with preferential rights for the Company’s existing shareholders in relation to the number of shares they own on the record date of 12 March 2024.

Existing shareholders receive one (1) subscription right for each share held on the record date. Three (3) subscription rights shall give the right to subscribe to four (4) new shares in the Company during the period 14 March 2024 until and including 28 March 2024. The subscription price corresponds to a discount of approximately 27.7 per cent compared to the theoretical price after the separation of subscription rights based on the closing price on 4 March 2024 on Nasdaq First North Growth Market. The Rights Issue will provide Acconeer up to SEK 149,171,584.80 before deductions for transaction costs through the issue of 35,517,044 shares.

The Rights Issue entails that the number of shares in Acconeer will increase by a maximum of 35,517,044, from 26,637,783 to 62,154,827 and that the share capital will increase by a maximum of approximately SEK 1,775,852 from approximately SEK 1,331,889 to approximately SEK 3,107,741.

For existing shareholders who do not participate in the Rights Issue, a dilution effect corresponding to up to approximately 57.1 per cent of the number of shares and votes in the Company arises after the Rights Issue. Shareholders who choose not to participate in the Rights Issue have the opportunity to compensate for the financial dilution effect by selling their subscription rights.

The final day of trading in Acconeer’s shares including the right to obtain subscription rights in the Rights Issue is on 8 March 2024. Subscription of shares with the support of subscription rights must be made through cash payment during the period 14 March – 28 March 2024. Subscription of shares without support of subscription rights shall take place through a special subscription list during the period 14 March – 28 March 2024. Payment for shares subscribed for without the support of subscription rights shall be paid in cash no later than two banking days after the issuance of the settlement note giving notice of allocation. The board has the right to extend the subscription period as well as the final day for payment.

The complete terms and conditions for the Rights Issue as well as information about the Company will be presented in a prospectus which, after approval by the Swedish Financial Supervisory Authority (Sw. Finansinspektionen), will be made public and published on the Company's website on 12 March 2024.

Subscription undertakings, guarantee commitments and voting commitments

Existing shareholders Alps Alpine Co., Ltd., the Ingvarsson Family (through Sifonen AB and privately), Chairman of the Board Thomas Rex, and CEO Lars Lindell have since earlier undertaken to subscribe for shares, corresponding to their respective pro rata shares, in the Rights Issue. In addition, BGA Invest AB, the Company's largest shareholder, has on 4 March 2024 entered into a subscription undertaking of SEK 10 million. Total subscription undertakings amount to approximately SEK 30 million, equivalent to approximately 20 per cent of the Rights Issue.

In addition to the aforementioned subscription commitments, external guarantors have provided guarantee commitments subject to customary conditions which, in aggregate, amount to approximately SEK 130 million, equivalent to approximately 87 per cent of the Rights Issue.

Thus, the Rights Issue is fully covered by subscription undertakings and guarantee commitments.

For the guarantee commitments, a guarantee commission of 10 per cent of the guaranteed amount shall be paid as a cash remuneration. No remuneration shall be paid for the subscription undertakings or declarations of intention to subscribe for shares. Neither of these commitments are secured by bank guarantee, blocked funds, pledges or similar arrangements.

Further information regarding the parties who have entered subscription undertakings and guarantee commitments will be available in the prospectus published before the start of the subscription period.

Lock-up undertakings

Prior to the Rights Issue, all board members and key executives in the Company have entered into lock-up undertakings, including commitments not to dispose of financial instruments in the Company, with certain exceptions. The lock-up undertakings expire 180 days after the announcement of the outcome of the Rights Issue.

Furthermore, the Company has undertaken in relation to Carnegie Investment Bank AB, with customary exceptions, not to issue additional shares or other share-related instruments for a period of 180 days after the announcement of the outcome of the Rights Issue.

Prospectus

The prospectus and subscription form will be made available before the subscription period commence on Acconeer’s website, www.acconeer.com, as well as on Carnegie Investment Bank AB's (publ) website, www.carnegie.se.

Indicative timetable

Final day of trading in the share including the right to receive subscription rights 8 March 2024
First day of trading in the share excluding the right to receive subscription rights 11 March 2024
Publication date of the prospectus 12 March 2024
Record date for the Rights Issue 12 March 2024
Trading in subscription rights 14 March – 25 March 2024
Subscription period 14 March – 28 March 2024
Trade in paid subscribed shares (BTA) 14 March – 8 April 2024
Expected announcement of outcome in the Rights Issue 3 April 2024


Advisers

In conjunction with the Rights Issue, the Company has engaged Carnegie Investment Bank AB (publ) as Sole Global Coordinator and Bookrunner, and Advokatfirman Schjødt as legal advisor.

[1] Related to temporary payment delay (Sw. ”betalningsanstånd”).

Acconeer intends to carry out a fully guaranteed rights issue of approximately SEK 150 million, announces financial targets and preliminary financial information for FY 2023

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The Board of Directors of Acconeer AB (“Acconeer” or the “Company”) hereby announces its intention to carry out a fully guaranteed rights issue of shares equivalent to approximately SEK 150 million before deductions for transaction costs (the “Rights Issue”). An Extraordinary General Meeting (the “EGM”) is planned to be held on 1 March 2024 to change the limits of the number of shares and share capital in the Articles of Association and to grant the Board of Directors an authorization to resolve on the Rights Issue. The Rights Issue, including full terms, is expected to be resolved by the Board of Directors around 5 March 2024. The Company has secured subscription undertakings, corresponding to their respective pro rata shares, from existing shareholders Alps Alpine Co., Ltd., the Ingvarsson Family (through Sifonen AB and privately), Chairman of the Board Thomas Rex, and CEO Lars Lindell, of, in aggregate, approximately SEK 20 million, corresponding to approximately 13 per cent of the Rights Issue. In addition, external guarantors have provided guarantee commitments, subject to customary conditions, which, in aggregate, amount to approximately SEK 130 million, corresponding to approximately 87 per cent of the Rights Issue. Hence, the Rights Issue is fully covered by subscription undertakings and guarantee commitments. In connection with the Rights Issue, the Company is announcing financial targets, preliminary financial information for FY 2023, and an updated financial calendar.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEALAND OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES. PLEASE REFER TO SECTION “IMPORTANT INFORMATION” BELOW.

Summary

  • The Board of Directors in Acconeer announces its intention to resolve on a Rights Issue amounting to approximately SEK 150 million before deductions for transaction costs. An EGM, which is planned to take place on 1 March 2024, is proposed to authorize the Board of Directors to resolve on the Rights Issue.
  • The Rights Issue is fully covered by a combination of subscription undertakings and guarantee commitments. Provided that the EGM resolves to change the limits of the number of shares and share capital in the Articles of Association and grants the Board of Directors authorization to resolve on the Rights Issue and the Board of Directors resolves on the Rights Issue:
    • existing shareholders Alps Alpine Co., Ltd., the Ingvarsson Family (through Sifonen AB and privately), Chairman of the Board Thomas Rex, and CEO Lars Lindell have undertaken to subscribe for shares, corresponding to their respective pro rata shares, in the Rights Issue and committed to vote in favor of all proposals at the EGM. Total subscription undertakings from these amount to approximately SEK 20 million, equivalent to approximately 13 per cent of the Rights Issue;
    • external guarantors have provided guarantee commitments subject to customary conditions which, in aggregate, amount to approximately SEK 130 million, equivalent to approximately 87 per cent of the Rights Issue; and
    • BGA Invest AB, Acconeer’s largest shareholder, has committed to vote in favor of all proposals at the EGM.
  • In connection with the Rights Issue, Acconeer’s Board of Directors has resolved on financial targets. These are:
    • Net sales of more than SEK 300 million in 2027;
    • EBIT break-even during 2025; and
    • Long-term EBIT margin of at least 25 per cent.
  • In connection with the Rights Issue, Acconeer has decided to communicate preliminary financial information for FY 2023. For FY 2023, net sales amounted preliminarily to approximately SEK 35 (47) million, gross profit amounted preliminarily to approximately SEK 25 (31) million, and EBIT amounted preliminarily to approximately SEK -47 (-47) million. At the end of FY 2023, cash and cash equivalents amounted preliminarily to approximately SEK 38 (90) million.
  • The subscription period in the Rights issue is expected to take place from and including 14 March 2024, up to and including 28 March 2024.
  • The Rights Issue, including full terms, inter alia, subscription price, number of new shares issued and increase of the share capital, is expected to be resolved by the Board of Directors around 5 March 2024. The subscription price in the Rights Issue will be priced at a customary discount to the theoretical ex-rights price (“TERP”).
  • In connection with the Rights Issue, the Company has updated its financial calendar.

Background and reasons

Acconeer’s radar sensor combines the best aspects of radar technologies through its low power consumption of pulsed radar systems and the high precision of coherent radar. This opens new opportunities for many applications with a diverse range of use cases – all in a component measuring five by five by 0.8 millimeters. Acconeer launched its first product in 2018 and has since sold more than 1.75 million radar sensors. The Company is currently in the process of expanding its product portfolio, collaborating with its strategic partner Alps Alpine to develop the next generation of pulsed coherent radar sensors, called A2.

Acconeer’s market is expected to continue growing rapidly, driven by major industry trends related to digitalization, such as 5G, artificial intelligence, and the Internet of Things. Currently, sensors based on ultrasound, infrared light, or camera technology are predominantly used. Acconeer doesn't need to create a new market but can replace existing solutions, each of which has its weaknesses.

Acconeer’s assessment is that its radar is the first radar with the size, power consumption, precision and price to enable the use of radar in e.g., consumer electronics. The applications for a radar sensor with these characteristics are numerous also in other areas such as smart cities, Internet of Things, industry, agriculture and automotive.

Intensive development of new applications is ongoing in all these areas, requiring more advanced sensors for gesture control, presence detection, level measurement and material recognition. In 2021, Acconeer signed a development agreement with Alps Alpine to develop the next generation of pulsed coherent radar sensors. This type of sensor will, among other things, be able to measure the angle of an object, enabling a wide range of use cases.

Acconeer is now prepared for the next phase of its development, consisting of a forward-leaning strategy to accelerate commercializing its first-generation product and advancing its technology for next-generation radar sensors. With this intensified development and commercialization strategy, the company aims to take significant steps towards realizing the potential of its technology in radar sensors.

To support Acconeer’s aforementioned strategy of commercializing its first-generation product and advancing its technology for the next generation, the company has decided to carry out the Rights Issue.

Assuming that the extraordinary general meeting authorizes the board to resolve on, and the board subsequently decides to carry out, the Rights Issue, Acconeer will receive a total of approximately SEK 150 million before transaction costs. The company has, through written agreements, obtained subscription and guarantee commitments equivalent to the entire Rights Issue.

Use of proceeds

The net proceeds from the Rights Issue are expected to be sufficient to fund the Company's business plan until the Company achieves positive cash flow, which is anticipated to occur during 2026. Without the Rights Issue, the Company is expected to be able to finance its business plan with existing cash until the middle of May 2024. The net proceeds are intended to be used for the following purposes:

  • repayment of debt to Buntel AB and Exelity AB (approximately SEK 30 million) and to the Swedish Tax Agency[1] (approximately SEK 15 million) both of which are nominal amounts, to which accrued interest will be added;
  • R&D, in particular the completion of A2, Acconeer’s next generation radar sensor; and
  • general corporate purposes, aimed at, but not limited to, accelerating sales.

Extraordinary General Meeting

An EGM is proposed to resolve on changes of the limits of the number of shares and share capital in the Articles of Association and to authorize the Board of Directors to resolve on the Rights Issue. The EGM is planned to be held on 1 March 2024 and the notice will be published through a separate press release.

Subscription undertakings, guarantee commitments and voting commitments

Provided that the EGM approves the proposed changes of the limits of the number of shares and share capital in the Articles of Association and grant the Board of Directors an authorization to resolve on the Rights Issue and the Board of Directors resolves on the Rights Issue, existing shareholders Alps Alpine Co., Ltd., the Ingvarsson Family (through Sifonen AB and privately), Chairman of the Board Thomas Rex, and CEO Lars Lindell have undertaken to subscribe for shares, corresponding to their respective pro rata shares, in the Rights Issue and committed to vote in favor of all proposals at the EGM. Total subscription undertakings from these amount to approximately SEK 20 million, equivalent to approximately 13 per cent of the Rights Issue. BGA Invest AB, Acconeer’s largest shareholder, has committed to vote in favor of all proposals at the EGM.

In addition to the aforementioned subscription commitments, external guarantors have provided guarantee commitments subject to customary conditions which, in aggregate, amount to approximately SEK 130 million, equivalent to approximately 87 per cent of the Rights Issue.

Thus, the Rights Issue is fully covered by subscription undertakings and guarantee commitments.

For the guarantee commitments, a guarantee commission of 10 per cent of the guaranteed amount shall be paid as a cash remuneration. No remuneration shall be paid for the subscription undertakings or declarations of intention to subscribe for shares. Neither of these commitments are secured by bank guarantee, blocked funds, pledges or similar arrangements.

Further information regarding the parties who have entered subscription undertakings and guarantee commitments will be available in the prospectus published before the start of the subscription period.

Lock-up undertakings

Prior to the Rights Issue, all board members and key executives in the Company have entered into lock-up undertakings, including commitments not to dispose of financial instruments in the Company, with certain exceptions. The lock-up undertakings expire 180 days after the announcement of the outcome of the Rights Issue.

Furthermore, the Company has undertaken in relation to Carnegie Investment Bank AB, with customary exceptions, not to issue additional shares or other share-related instruments for a period of 180 days after the announcement of the outcome of the Rights Issue.

Financial targets

In conjunction with the Rights Issue, Acconeer’s Board of Directors has resolved on financial targets. These are:

  • Net sales of more than SEK 300 million in 2027;
  • EBIT break-even during 2025; and
  • Long-term EBIT margin of at least 25 per cent.

Preliminary financial information for FY 2023

In conjunction with the Rights Issue, Acconeer has chosen to communicate preliminary financial information for FY 2023. For FY 2023, net sales amounted preliminarily to approximately SEK 35 (47) million, gross profit amounted preliminarily to approximately SEK 25 (31) million, and EBIT amounted preliminarily to approximately SEK -47 (-47) million. At the end of FY 2023, cash and cash equivalents amounted preliminarily to approximately SEK 38 (90) million.

Updated financial calendar

Due to the Rights Issue, the Company has updated its financial calendar. The 2023 annual report will be available on 5 March 2024, and the 2024 Q1 report will be available on 14 May 2024.

Prospectus

The prospectus and subscription form will be made available before the subscription period commence on Acconeer’s website, www.acconeer.com, as well as on Carnegie Investment Bank AB's (publ) website, www.carnegie.se.

Indicative timetable

Extraordinary General Meeting 1 March 2024
The Board of Directors is expected to resolve on the Rights Issue (incl. terms and conditions) 5 March 2024
Expected publishing date for the prospectus 12 March 2024
Expected record date for the Rights Issue 12 March 2024
Expected subscription period 14 March – 28 March 2024
Expected announcement of the outcome in the Rights Issue 3 April 2024


Advisers

In conjunction with the Rights Issue, the Company has engaged Carnegie Investment Bank AB (publ) as Sole Global Coordinator and Bookrunner, and Advokatfirman Schjødt as legal advisor.

For further information, please contact

Lars Lindell, CEO Acconeer AB
Phone: +46 72-583 84 28
Email: ir@acconeer.com

About Acconeer

With ground-breaking technology, Acconeer has developed a radar sensor that opens a new world of interaction. Acconeer Micro Radar Sensor, with low power consumption, high precision, small size and high robustness, is a 60GHz robust and cost-effective sensor for detection, distance measurement, motion detection and camera-supported applications with low power consumption. Acconeer combines the advantage of low power consumption with highly accurate pulsed radar systems of coherent radar, all integrated into a component with a surface area of only 28 mm2. The radar sensor can be included in a range of mobile consumer products, from smartphones to wearables, but also in areas such as robots, drones, the Internet of Things, healthcare, automotive, industrial robots and security and monitoring systems. Acconeer is a semiconductor company and, as a business model, sells hardware to manufacturers of consumer electronics products.

Visit www.acconeer.com for more information.

Visit our investor web for more financial information: www.acconeer.com/investor_page/home/

Acconeer is listed on Nasdaq First North Growth Market. Redeye is Certified Adviser.

Important information:

This announcement is not and does not form a part of any offer for selling, or a request to submit an offer to buy or acquire, shares or other securities of the Company.

Copies of this announcement are not being made and may not be distributed or sent into the United States, Australia, Hong Kong, Japan, Canada, New Zealand, or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures.

The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and accordingly may not be exercised, offered, sold, resold, delivered or otherwise transferred, directly or indirectly, in or into the United States, except pursuant to an applicable exemption from, or in a transaction not subject to, the requirements of the Securities Act and in compliance with any applicable securities legislation in any state or other jurisdiction of the United States. The Company do not intend to register any offering in the United States or to conduct a public offering of securities in the United States.

Forward-looking statements

Matters discussed in this announcement may constitute forward-looking statements. Forward looking statements are statements that are not historical facts and may be identified by words such as “believe”, “expect”, “anticipate”, “deems”, “intends”, “estimate”, “will”, “may”, “continue”, “should” and similar expressions. This applies in particular to statements relating to future results, financial position, cash flow, plans and expectations of the Company's operations and management, future growth and profitability, general economic and regulatory environment and other factors affecting the Company, many of which are based on further assumptions, such as no changes in existing political, legal, fiscal, market or economic conditions or applicable law (including but not limited to accounting principles, accounting methods and tax policies), which may or may not be of importance to the Company results or its ability to operate. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond its control. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward looking statements.

Potential investors should therefore not attach undue confidence to the forward-looking information herein, and potential investors are urged to read the parts of the prospectus that include a more detailed description of factors that may affect the Company's operations and the market in which the Company operates.

The information, opinions and forward-looking statements contained in this announcement speak only as at its date and could be subject to change without notice.

[1] Related to temporary payment delay (Sv. ”betalningsanstånd”).

Acconeer registers an increased number of shares through subscription via warrants

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Acconeer AB's share capital and number of shares increases due to the exercise of warrants in series TO3 (2020/2023). As a result, the company is increasing its cash by SEK 6,4 million.

A total of 305,986 new shares were subscribed for in Acconeer AB with the support of the warrants TO3. Subscription has taken place in installments during the subscription period that ran from the first of May 2023 until and including 30 June 2023. The last installment of these subscriptions will be registered with the Swedish Companies Registration Office (Bolagsverket) shortly.

After the shares subscribed for in connection with the end of the subscription period have been registered with the Swedish Companies Registration Office, the total number of shares in Acconeer AB amounts to 26,637,783, with a quota value of SEK 0.05 per share. The share capital in Acconeer AB thus amounts to SEK 1,331,889 after the completion of the warrant program.

CEO Lars Lindell comments: “The subscription warrants are an important part of Acconeer’s incentive program which is an integral part of attracting and retaining talents, and an attractive way for employees and management to invest in the company.”

In connection with the subscription of shares, some members of the management team have increased their holdings of shares in Acconeer. The current holdings are available on the company's website: https://investor.acconeer.com/en/corporate-governance/management-team/.

Acconeer registers an increased number of shares through subscription via warrants

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Acconeer ABs share capital and number of shares have increased due to the exercise of warrants in series TO2 (2019/2022). As a result, the company is increasing its cash by SEK 17 million.

A total of 611,048 new shares were subscribed for in Acconeer AB with the support of the warrants TO2. Subscription has taken place in installments during the subscription period that ran from the first of May 2022 until and including 30 June 2022. The last installment of these subscriptions was registered with the Swedish Companies Registration Office (Bolagsverket) on 7 July 2022.

After the shares subscribed for in connection with the end of the subscription period have been registered with the Swedish Companies Registration Office, the total number of shares in Acconeer AB amounts to 26,331,798, with a quota value of SEK 0.05 per share. The share capital in Acconeer AB thus amounts to SEK 1,316,589.9 after the completion of the warrant program.

In connection with the subscription of shares, some members of the management team have changed holdings in Acconeer. The current holdings are available on the companys website: https://investor.acconeer.com/en/corporate-governance/management-team/.

For additional information, please contact:
Lars Lindell, CEO Acconeer, Phone: +46 10218 92 00, E-mail: ir@acconeer.com

 

The following documents can be retrieved from beQuoted
Acconeer-registers-increased-number-of-shares-through-subscr.pdf

About Acconeer AB

With ground-breaking technology, Acconeer has developed a radar sensor that opens a new world of interaction. Acconeer Micro Radar Sensor, with low power consumption, high precision, small size and high robustness, is a 60GHz robust and cost-effective sensor for detection, distance measurement, motion detection and camera-supported applications with low power consumption. Acconeer combines the advantage of low power consumption with highly accurate pulsed radar systems of coherent radar, all integrated into a component with a surface area of only 28 mm2. The radar sensor can be included in a range of mobile consumer products, from smartphones to wearables, but also in areas such as robots, drones, the Internet of Things, healthcare, automotive, industrial robots and security and monitoring systems. Acconeer is a semiconductor company and, as a business model, sells hardware to manufacturers of consumer electronics products. Acconeer is listed on Nasdaq First North Growth Market with the ticker code ACCON, Redeye is the companys Certified Advisor (CA) and can be contacted via telephone +46(0)8 121 576 90 or via e-mail certifiedadviser@redeye.se. For more information: www.acconeer.com.

Acconeer announces outcome of rights issue

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The board of directors of Acconeer AB ("Acconeer" or the "Company") hereby announces the outcome of the Company's rights issue of shares (the "Rights Issue") which was resolved by the board of directors on 22 November 2021 based on the authorization from the annual general meeting on 27 April 2021.The final count in the Rights Issue shows that 2,310,373shares, corresponding to approximately 99 per cent of the Rights Issue, have been subscribed for by the exercise of subscription rights. Furthermore, 2,465,919 shares were subscribed for without subscription rights, corresponding to approximately 105 per cent of the Rights Issue. The final outcome shows that the Rights Issue has been oversubscribed. Through the Rights Issue, Acconeer receives approximately SEK 140 million before deduction of transaction costs.

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, WITHIN OR TO THE UNITED STATES, AUSTRALIA, HONG KONG, CANADA, NEW ZEALAND, SOUTH AFRICA, SINGAPORE OR IN ANY OTHER JURISDICTION WHERE SUCH RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES IN ACCORDANCE WITH APPLICABLE LAW.

Outcome

The Rights Issue comprised a maximum of 2,338,250 shares, of which 2,310,373 shares, corresponding to approximately 99 per cent of the Rights issue, has been subscribed for by exercise of subscription rights. 2,465,919 shares, corresponding to approximately 105 per cent of the Rights Issue, has been subscribed for without the exercise of subscription rights. Thus, 4,776,292 shares, corresponding to approximately 204 per cent of the Rights Issue, has been subscribed for. The Rights Issue is thus oversubscribed and no guarantee commitments have been utilized.


Notification regarding allocation

Allocation of shares has been made in accordance with the allocation principles described in the prospectus that was made public in connection with the Rights Issue. A notification regarding allocation of shares subscribed for without the exercise of subscription rights will be made by post of a settlement note to each subscriber. Allocated shares subscribed for without the exercise of subscription rights shall be paid for in accordance with the instructions in the settlement note.


Trading in BTA

Trading in BTA (Sw. betald tecknad aktie) is currently taking place at Nasdaq First North Growth Market and will cease when the Rights Issue has been registered by the Swedish Companies Registration Office, which is expected to take place around week 52, 2021. BTA's will then be converted to shares.

Number of shares and share capital

The Rights Issue provides Acconeer with proceeds amounting to approximately SEK 140 million before transaction costs. As a result of the Rights Issue, Acconeer's share capital will increase by SEK 116 912,50 to a total of SEK 1 286 037,50 and the total number of shares will increase by 2 338 250 shares to a total of 25 720 750 shares, all shares.

Subscription commitments

Alps Alpine and Lars Lindell have not been able to subscribe for their respective pro rata shares in the Rights Issue due to administrative errors by third parties, which resulted in their respective subscription rights being sold.

Advisers

Pareto Securities is the Global Coordinator in connection with the Rights Issue. Advokatfirman Schjødt is legal advisor to Acconeer and Cirio Advokatbyrå AB is the legal advisor to Global Coordinator in connection with the Rights Issue. Aktieinvest FK AB acts as the issuing agent in the Rights Issue.

For further information, please contact:

Lars Lindell, CEO
Phone: +46 10 218 92 00
E-mail: ir@acconeer.com

This information is such information as Acconeer 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, at 14:30 CET on 20 December 2021.

The following documents can be retrieved from beQuoted
Acconeer-announces-outcome-of-rights-issue-211220.pdf

About Acconeer AB

With ground-breaking technology, Acconeer has developed a radar sensor that opens a new world of interaction. Acconeer Micro Radar Sensor, with low power consumption, high precision, small size and high robustness, is a 60GHz robust and cost-effective sensor for detection, distance measurement, motion detection and camera-supported applications with low power consumption. Acconeer combines the advantage of low power consumption with highly accurate pulsed radar systems of coherent radar, all integrated into a component with a surface area of only 28 mm2. The radar sensor can be included in a range of mobile consumer products, from smartphones to wearables, but also in areas such as robots, drones, the Internet of Things, healthcare, automotive, industrial robots and security and monitoring systems. Acconeer is a semiconductor company and, as a business model, sells hardware to manufacturers of consumer electronics products. Acconeer is listed on Nasdaq First North Growth Market with the ticker code ACCON, Redeye is the company's Certified Advisor (CA) and can be contacted via telephone +46(0)8 121 576 90 or via e-mail certifiedadviser@redeye.se. For more information: www.acconeer.com.

IMPORTANT INFORMATION

This press release is not an offer to subscribe for shares in Acconeer and investors should not subscribe for or purchase any securities, except on the basis of information provided in the prospectus.

This press release may not be made public, released or distributed, directly or indirectly, in or into the United States, Australia, Hongkong, Canada, New Zealand, South Africa, Singapore or in any other jurisdiction in which the distribution of this press release would be unlawful. Further, this press release does not constitute an offer to sell new shares, paid subscribed for shares ("BTA") or subscription rights to any person in any jurisdiction in which it is unlawful to make such offer to such person or where such action would require additional prospectuses, registration or other measures other than those pursuant to Swedish law. The prospectus, application form and other documents associated with the Rights Issue may not be distributed in or to any country where such distribution or the Rights Issue would require such measures set forth in the preceding sentence or be in violation of the regulations of such country.

The new shares, BTAs and subscription rights have not been recommended or approved by any United States federal or state securities commission or regulatory authority. No new shares, BTAs, subscription rights or other securities issued by Acconeer have been or will be registered under the U.S. Securities Act of 1933, as amended, or under the securities legislation in any state of the United States, and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. There is no intention to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.

Any offering of the securities referred to in this press release will be made by means of a prospectus. This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC (together with any related implementing and delegated regulations, the "Prospectus Regulation"). Investors should not invest in any securities referred to in this announcement except on the basis of information contained in the aforementioned prospectus.

In any EEA Member State other than Sweden, this press release is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State.

In the United Kingdom, this document and any other materials in relation to the securities described herein is only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, "qualified investors" (within the meaning of the United Kingdom version of the EU Prospectus Regulation (2017/1129/ EU) which is part of United Kingdom law by virtue of the European Union (Withdrawal) Act 2018) who are (i) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). In the United Kingdom, any investment or investment activity to which this communication relates is available only to, and will be engaged in only with, relevant persons. Persons who are not relevant persons should not take any action on the basis of this press release and should not act or rely on it.

This press release may contain forward-looking statements which reflect Acconeer's current view on future events and financial and operational development. Words such as "intend", "will", "expect", "anticipate", "may", "plan", "estimate" and other expressions that imply indications or predictions of future development or trends, constitute forward-looking statements. Forward-looking statements inherently involve both known and unknown risks and uncertainties as they depend on future events and circumstances. Forward-looking statements do not guarantee future results or development and the actual outcome could differ materially from the forward-looking statements. The information, opinions and forward-looking statements included in this press release speak only as of its date and are subject to change without notice.

Acconeer publishes supplementary prospectus

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Acconeer AB ("Acconeer" or the "Company") today publishes a supplementary prospectus (the "Supplementary Prospectus") to the prospectus that was approved by the Swedish Financial Supervisory Authority and published on 29 November 2021. The Supplementary Prospectus is part of and must be read together with the prospectus.

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, WITHIN OR TO THE UNITED STATES, AUSTRALIA, HONG KONG, CANADA, NEW ZEALAND, SOUTH AFRICA, SINGAPORE OR IN ANY OTHER JURISDICTION WHERE SUCH RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES IN ACCORDANCE WITH APPLICABLE LAW.

The Supplementary Prospectus has been prepared as Acconeer (i) on 6 December 2021 announced through a press release that the Company has received an order from Baumüller Nürnberg GMBH worth SEK 1,027,000 and (ii) on 7 December 2021 announced through a press release that the Company has received an order from EMSYS Design LCC worth SEK 797,000.

The Supplementary Prospectus has been prepared in accordance with Article 23 of Regulation (EU) 2017/1129 and was approved by the Swedish Financial Supervisory Authority on 9 December 2021.

The Supplementary Prospectus is available on the Company's website, www.acconeer.com, Aktieinvest FK AB's website, www.aktieinvest.se, and Pareto Securities AB's website, www.paretosec.se.

Right to withdraw completed subscriptions
Investors who, prior to the publication of the Supplementary Prospectus, have made a subscription or otherwise agreed to subscribe for shares in the rights issue are entitled under Article 23 (2) of Regulation (EU) 2017/1129 to withdraw their subscription or consent within three working days of the publication of the Supplementary Prospectus, i.e. until 14 December 2021. Withdrawal must be made in writing to Aktieinvest FK AB, Emittentservice, Box 7415, 103 91 Stockholm or via e-mail to emittentservice@aktieinvest.se. Investors who have subscribed for shares in the rights issue through a nominee must contact their nominee for withdrawal. Subscriptions that have not been withdrawn will remain binding and investors who wish to remain with their subscription for shares in the rights issue do not need to take any action. For complete terms and other information about the rights issue, please refer to the prospectus.

For further information, please contact:
Lars Lindell, CEO, Phone: +46 10 218 92 00, E-mail: ir@acconeer.com

The information was submitted for publication, through the agency of the contact persons set out above, at 12:00 CET on 9 December 2021.

The following documents can be retrieved from beQuoted
Acconeer-publishes-supplementary-prospectus-211209.pdf

About Acconeer AB

With ground-breaking technology, Acconeer has developed a radar sensor that opens a new world of interaction. Acconeer Micro Radar Sensor, with low power consumption, high precision, small size and high robustness, is a 60GHz robust and cost-effective sensor for detection, distance measurement, motion detection and camera-supported applications with low power consumption. Acconeer combines the advantage of low power consumption with highly accurate pulsed radar systems of coherent radar, all integrated into a component with a surface area of only 28 mm2. The radar sensor can be included in a range of mobile consumer products, from smartphones to wearables, but also in areas such as robots, drones, the Internet of Things, healthcare, automotive, industrial robots and security and monitoring systems. Acconeer is a semiconductor company and, as a business model, sells hardware to manufacturers of consumer electronics products. Acconeer is listed on Nasdaq First North Growth Market with the ticker code ACCON, Redeye is the company's Certified Advisor (CA) and can be contacted via telephone +46(0)8 121 576 90 or via e-mail certifiedadviser@redeye.se. For more information: www.acconeer.com.

IMPORTANT INFORMATION

This press release is not an offer to subscribe for shares in Acconeer and investors should not subscribe for or purchase any securities, except on the basis of information provided in the prospectus.

This press release may not be made public, released or distributed, directly or indirectly, in or into the United States, Australia, Hongkong, Canada, New Zealand, South Africa, Singapore or in any other jurisdiction in which the distribution of this press release would be unlawful. Further, this press release does not constitute an offer to sell new shares, paid subscribed for shares ("BTA") or subscription rights to any person in any jurisdiction in which it is unlawful to make such offer to such person or where such action would require additional prospectuses, registration or other measures other than those pursuant to Swedish law. The prospectus, application form and other documents associated with the rights issue may not be distributed in or to any country where such distribution or the rights issue would require such measures set forth in the preceding sentence or be in violation of the regulations of such country.

The new shares, BTAs and subscription rights have not been recommended or approved by any United States federal or state securities commission or regulatory authority. No new shares, BTAs, subscription rights or other securities issued by Acconeer have been or will be registered under the U.S. Securities Act of 1933, as amended, or under the securities legislation in any state of the United States, and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. There is no intention to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.

Any offering of the securities referred to in this press release will be made by means of a prospectus. This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC (together with any related implementing and delegated regulations, the "Prospectus Regulation"). Investors should not invest in any securities referred to in this announcement except on the basis of information contained in the aforementioned prospectus.

In any EEA Member State other than Sweden, this press release is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State.

In the United Kingdom, this document and any other materials in relation to the securities described herein is only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, "qualified investors" (within the meaning of the United Kingdom version of the EU Prospectus Regulation (2017/1129/ EU) which is part of United Kingdom law by virtue of the European Union (Withdrawal) Act 2018) who are (i) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). In the United Kingdom, any investment or investment activity to which this communication relates is available only to, and will be engaged in only with, relevant persons. Persons who are not relevant persons should not take any action on the basis of this press release and should not act or rely on it.

This press release may contain forward-looking statements which reflect Acconeer's current view on future events and financial and operational development. Words such as "intend", "will", "expect", "anticipate", "may", "plan", "estimate" and other expressions that imply indications or predictions of future development or trends, constitute forward-looking statements. Forward-looking statements inherently involve both known and unknown risks and uncertainties as they depend on future events and circumstances. Forward-looking statements do not guarantee future results or development and the actual outcome could differ materially from the forward-looking statements. The information, opinions and forward-looking statements included in this press release speak only as of its date and are subject to change without notice.

Acconeer publishes prospectus in connection with forthcoming rights issue

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The board of directors of Acconeer AB ("Acconeer" or the "Company") has prepared a prospectus (the "Prospectus") relating to the issue of shares of approximately SEK 140 million (the "Rights Issue"), which was resolved by the board of directors on 22 November 2021, based on the authorization from the annual general meeting on 27 April 2021. The Prospectus has today been approved and registered by the Swedish Financial Supervisory Authority.

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, WITHIN OR TO THE UNITED STATES, AUSTRALIA, HONG KONG, CANADA, NEW ZEALAND, SOUTH AFRICA, SINGAPORE OR IN ANY OTHER JURISDICTION WHERE SUCH RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES IN ACCORDANCE WITH APPLICABLE LAW.

Summary

  • One (1) existing share in the Company entitles to one (1) subscription right. Ten (10) subscription rights entitle to subscription of one (1) new share, i.e., a subscription ratio of 1:10.
  • The subscription price is SEK 60 per new share, which, provided that the Rights Issue is fully subscribed, results in the Company receiving issue proceeds of approximately SEK 140 million before deduction of transaction costs.
  • The subscription period runs from 1 December 2021 until 15 December 2021.
  • Major shareholders, board members and senior executives in the Company have expressed their support for the Rights Issue by entering into subscription commitments amounting to approximately SEK 29 million, corresponding to approximately 21 percent of the Rights Issue. Furthermore, the Company has entered into agreements on issue guarantees of approximately SEK 90 million, corresponding to approximately 64 percent of the Rights Issue, which means that the Rights Issue is secured to approximately 85 percent.

For complete information about the Rights Issue, please see the published Prospectus.

Prospectus

The Prospectus has been prepared in connection with the forthcoming Rights Issue and has today, on 29 November 2021, been approved and registered by the Swedish Financial Supervisory Authority. The Prospectus, containing complete terms and conditions, is available on the Company's, Aktieinvest FK AB's and Pareto Securities' respective websites (www.acconeer.com, www.aktieinvest.se and www.paretosec.se). The Prospectus will also be available on the Swedish Financial Supervisory Authority's website (www.fi.se). Subscription forms will be available on the Company's and Aktieinvest FK AB's respective websites.

Timetable for the Rights Issue

29 November 2021

Publication of prospectus

29 November 2021

Record date

1 December – 10 December 2021

Trading in subscription rights

1 December – 15 December 2021

Subscription period

1 December – until the Rights Issue is registered at the Swedish Companies Registration Office

Trading in paid subscription shares (Sw. "BTA")

20 December 2021

Estimated date for announcement of the outcome in the Rights Issue

Advisers

Pareto Securities is the Global Coordinator in connection with the Rights Issue. Advokatfirman Schjødt is legal advisor to Acconeer and Cirio Advokatbyrå AB is the legal advisor to Global Coordinator in connection with the Rights Issue. Aktieinvest FK AB acts as the issuing agent in the Rights Issue.

For further information, please contact:

Lars Lindell, CEO
Phone: +46 10 218 92 00
E-mail: ir@acconeer.com

The information was submitted for publication, through the agency of the contact persons set out above, at 12.00 CET on 29 November 2021.

The following documents can be retrieved from beQuoted
Acconeer-publishes-prospectus-in-connection-with-the-forthco.pdf

About Acconeer AB

With ground-breaking technology, Acconeer has developed a radar sensor that opens a new world of interaction. Acconeer Micro Radar Sensor, with low power consumption, high precision, small size and high robustness, is a 60GHz robust and cost-effective sensor for detection, distance measurement, motion detection and camera-supported applications with low power consumption. Acconeer combines the advantage of low power consumption with highly accurate pulsed radar systems of coherent radar, all integrated into a component with a surface area of only 28 mm2. The radar sensor can be included in a range of mobile consumer products, from smartphones to wearables, but also in areas such as robots, drones, the Internet of Things, healthcare, automotive, industrial robots and security and monitoring systems. Acconeer is a semiconductor company and, as a business model, sells hardware to manufacturers of consumer electronics products. Acconeer is listed on Nasdaq First North Growth Market with the ticker code ACCON, Redeye is the company's Certified Advisor (CA) and can be contacted via telephone +46(0)8 121 576 90 or via e-mail certifiedadviser@redeye.se. For more information: www.acconeer.com.

IMPORTANT INFORMATION

This press release is not an offer to subscribe for shares in Acconeer and investors should not subscribe for or purchase any securities, except on the basis of information provided in the prospectus.

This press release may not be made public, released or distributed, directly or indirectly, in or into the United States, Australia, Hongkong, Canada, New Zealand, South Africa, Singapore or in any other jurisdiction in which the distribution of this press release would be unlawful. Further, this press release does not constitute an offer to sell new shares, paid subscribed for shares ("BTA") or subscription rights to any person in any jurisdiction in which it is unlawful to make such offer to such person or where such action would require additional prospectuses, registration or other measures other than those pursuant to Swedish law. The prospectus, application form and other documents associated with the Rights Issue may not be distributed in or to any country where such distribution or the Rights Issue would require such measures set forth in the preceding sentence or be in violation of the regulations of such country.

The new shares, BTAs and subscription rights have not been recommended or approved by any United States federal or state securities commission or regulatory authority. No new shares, BTAs, subscription rights or other securities issued by Acconeer have been or will be registered under the U.S. Securities Act of 1933, as amended, or under the securities legislation in any state of the United States, and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. There is no intention to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.

Any offering of the securities referred to in this press release will be made by means of a prospectus. This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC (together with any related implementing and delegated regulations, the "Prospectus Regulation"). Investors should not invest in any securities referred to in this announcement except on the basis of information contained in the aforementioned prospectus.

In any EEA Member State other than Sweden, this press release is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State.

In the United Kingdom, this document and any other materials in relation to the securities described herein is only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, "qualified investors" (within the meaning of the United Kingdom version of the EU Prospectus Regulation (2017/1129/ EU) which is part of United Kingdom law by virtue of the European Union (Withdrawal) Act 2018) who are (i) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). In the United Kingdom, any investment or investment activity to which this communication relates is available only to, and will be engaged in only with, relevant persons. Persons who are not relevant persons should not take any action on the basis of this press release and should not act or rely on it.

This press release may contain forward-looking statements which reflect Acconeer's current view on future events and financial and operational development. Words such as "intend", "will", "expect", "anticipate", "may", "plan", "estimate" and other expressions that imply indications or predictions of future development or trends, constitute forward-looking statements. Forward-looking statements inherently involve both known and unknown risks and uncertainties as they depend on future events and circumstances. Forward-looking statements do not guarantee future results or development and the actual outcome could differ materially from the forward-looking statements. The information, opinions and forward-looking statements included in this press release speak only as of its date and are subject to change without notice.

Acconeer announces rights issue of approximately SEK 140 million

By

The board of directors of Acconeer AB ("Acconeer" or the "Company") has today, based on the authorization from the annual general meeting on 27 April 2021, resolved to carry out a rights issue of shares with preferential rights for the Company's existing shareholders of approximately SEK 140 million (the "Rights Issue"). The Company has received subscription commitments from a selection of the Company's largest shareholders, board members and senior executives, amounting to approximately SEK 29 million, corresponding to approximately 21 percent of the Rights Issue. Furthermore, the Company has entered into agreements on guarantee commitments of approximately SEK 90 million, which means that the Rights Issue is secured to approximately 85 percent. Acconeer will use the proceeds from the Rights Issue to finance the Company for the next 24 months. The Rights Issue provides Acconeer with working capital and creates better conditions for realizing the Company's strategy and business plan.

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, WITHIN OR TO THE UNITED STATES, AUSTRALIA, HONG KONG, CANADA, NEW ZEALAND, SOUTH AFRICA, SINGAPORE OR IN ANY OTHER JURISDICTION WHERE SUCH RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES IN ACCORDANCE WITH APPLICABLE LAW.

Summary

  • Anyone who is a shareholder in Acconeer on the record date, 29 November 2021, has the preferential right to subscribe for new shares in the Rights Issue.
  • One (1) existing share in the Company entitles to one (1) subscription right. Ten (10) subscription rights entitle to subscription of one (1) new share, i.e., a subscription ratio of 1:10.
  • The subscription price is SEK 60 per new share, which, provided that the Rights Issue is fully subscribed, results in the Company receiving issue proceeds of approximately SEK 140 million before deduction of transaction costs.
  • The subscription period runs from 1 December 2021 until 15 December 2021.
  • The last day of trading in the Acconeer share including the right to participate in the Rights Issue is 25 November 2021.
  • Major shareholders, board members and senior executives in the Company have expressed their support for the Rights Issue by entering into subscription commitments amounting to approximately SEK 29 million, corresponding to approximately 21 percent of the Rights Issue. Furthermore, the Company has entered into agreements on issue guarantees of approximately SEK 90 million, corresponding to approximately 64 percent of the Rights Issue, which means that the Rights Issue is secured to approximately 85 percent.
  • The net proceeds from the Rights Issue are intended to finance the Company for the next 24 months. The rights issue provides Acconeer with working capital and creates better conditions for realizing the Company's strategy and business plan in order to create value for the Company's shareholders and other stakeholders.
  • The Company intends to publish a prospectus regarding the Rights Issue on 29 November 2021.

Background and reason for the Rights Issue

Based on university research, Acconeer has created a radar sensor that combines the best of existing radar technologies and opens up new possibilities for interaction between humans and technology. The radar sensor combines the low power consumption of pulsed radar systems with the high precision of coherent radar – all in a component of five times five millimeters. Acconeer launched its first product in 2018 and has since sold and shipped more than 500,000 radar sensors. The Company is now taking the step from a single-product company as the Company, together with the strategic partner Alps Alpine, develops the next generation of pulsed coherent radar sensor.

Acconeer's assessment is that the Company's radar was the first 60 GHz radar that has size, cost and power consumption which enable use of radar in consumer electronics. The uses of a radar sensor with these properties are innumerable. Acconeer's market, i.e. market for 3D sensors, is expected to continue to grow rapidly based on several industry trends such as 5G, artificial intelligence and the Internet of Things. Today, the sensors are based mainly on ultrasound, infrared light or camera technology. Acconeer does not need to create a new market but can replace existing solutions that all have their weaknesses.

In most areas, intensive development of new applications requires more advanced sensors, for example, gesture control, 3D reading and material recognition. During the first quarter of 2021, Acconeer signed a development agreement with Alps Alpine to develop the next generation of pulsed coherent radar sensor, with a view to a wide range of applications in the automotive, industrial and consumer industries, including mobile telephony.

Acconeer is ready for the next step in the Company's development and plans an offensive strategy to continue the commercialization of its first product generation and further develop its technology for the next generation of radar sensors. With this intensified development and commercialization strategy, the Company intends to take major steps towards realizing the potential around the Company's technology in radar sensors.

To support Acconeer's strategy described above, to commercialize its first product generation and further develop its technology for the next generation, the Company has decided to carry out the Rights Issue.

The net proceeds from the Rights Issue are intended to finance the Company for the next 24 months, which includes the following measures, arranged in order of priority with the estimated distribution of the issue proceeds indicated in parentheses:

  1. New projects within the framework of the Company's research and development and design of the next generation radar sensors A2 and A121 (approximately 70 percent).
  2. Initiatives within the framework of the Company's commercialization strategy of its first product generation A111 (approximately 10 percent).
  3. General working capital requirement (approximately 20 percent).

Terms of the Rights Issue

Those who are registered as shareholders on the record date, 29 November 2021, have the preferential right to subscribe for new shares in the Rights Issue in relation to the number of shares held on the record date. One (1) existing share in the Company entitles to one (1) subscription right. Ten (10) subscription rights entitle to subscription of one (1) new share, i.e., a subscription ratio of 1:10. In addition, investors are offered the possibility to subscribe for shares without subscription rights.

If not all newly issued shares are subscribed for by exercise of subscription rights, allotment of the remaining shares shall be made within the highest amount of the Rights Issue: firstly, to those who have subscribed for shares by exercise of subscription rights (regardless of whether they were shareholders on the record date or not) and who have applied for subscription of shares without exercise of subscription rights and if allotment to these cannot be made in full, allotment shall be made pro rata in relation to the number of subscription rights that each and every one of those, who have applied for subscription of shares without exercise of subscription rights, have exercised for subscription of shares; secondly, to those who have applied for subscription of shares without exercise of subscription rights and if allotment to these cannot be made in full, allotment shall be made pro rata in relation to the number of shares the subscriber in total has applied for subscription of shares; and thirdly, to those who have provided underwriting commitments with regard to subscription of shares, in proportion to such underwriting commitments. To the extent that allotment in any section above cannot be done pro rata, allotment shall be determined by drawing of lots.

The subscription price is SEK 60 per new share. Provided that the Rights Issue is fully subscribed, the share capital will increase by a maximum of SEK 116,912.5 by a new issue of a maximum of 2,338,250 new shares. In the event of full subscription, the Rights Issue will provide Acconeer with approximately SEK 140 million before deduction of issue costs.

Shareholders who choose not to participate in the Rights Issue will, provided that the Rights Issue is fully subscribed, have their shareholding diluted by approximately nine (9) percent, but can financially compensate for this dilution by selling their subscription rights.

Subscription of shares shall take place during the period from and including 1 December 2021 to and including 15 December 2021. The board of directors has the right to extend the subscription and payment period. A possible extension of the subscription period shall be announced by press release no later than the last subscription day in the Rights Issue, i.e. 15 December 2021. Trading in subscription rights takes place on Nasdaq First North Growth Market during the period from and including 1 December 2021 to and including 10 December 2021 and trading in paid subscribed shares (Sw. Betalda tecknade aktier) during the period from and including 1 December 2021 until the Rights Issue has been registered with the Swedish Companies Registration Office (Sw. Bolagsverket).

Subscription commitments, guarantee commitments and declarations of intent

Acconeer has received subscription commitments from a selection of the Company's major existing shareholders as well as representatives from the board of directors and management amounting to approximately SEK 29 million, corresponding to approximately 21 percent of the Rights Issue. Furthermore, the Company has entered into agreements on guarantee commitments of approximately SEK 90 million, corresponding to approximately 64 percent of the Rights Issue. The guarantee ensures, provided that subscription corresponds to at least the subscription commitments, that approximately 85 percent of the Rights Issue is subscribed and paid for. Neither subscription commitments or guarantee commitments are secured by bank guarantee, blocking funds, pledges or similar arrangements. For the guarantees, a guarantee commission of five (5) percent of the guaranteed amount in cash compensation is paid. No compensation is paid for the subscription commitments entered into.

Preliminary timeline for the Rights Issue

25 November 2021

Last day of trading incl. preferential rights

26 November 2021

First day of trading excl. preferential rights

29 November 2021

Estimated publication of prospectus

29 November 2021

Record date

1 December – 10 December 2021

Trading in subscription rights

1 December – 15 December 2021

Subscription period

1 December – Until the Rights Issue is registered at the Swedish Companies Registration Office

Trading in paid subscription shares (Sw. "BTA")

20 December 2021

Estimated date for announcement of the outcome in the Rights Issue

Lock-up agreements

In connection with the Rights Issue, the Company has undertaken towards the Global Coordinator, subject to customary exceptions, not to issue additional shares or other share-related instruments for a period of 12 months after the end of the subscription period.

Prospectus

Full terms and conditions for the Rights Issue, as well as other information about the Company and information about subscription and guarantee commitments will be presented in the prospectus that the Company is expected to make public around 29 November 2021

Advisers

Pareto Securities is the Global Coordinator in connection with the Rights Issue. Advokatfirman Schjødt is legal advisor to Acconeer and Cirio Advokatbyrå AB is the legal advisor to Global Coordinator in connection with the Rights Issue. Aktieinvest FK AB acts as the issuing agent in the Rights Issue.

For further information, please contact:

Lars Lindell, CEO
Phone: +46 10 218 92 00
E-mail: ir@acconeer.com

This information is such information as Acconeer 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, at 10:45 a.m. CET on 22 November 2021.

The following documents can be retrieved from beQuoted
Acconeer-announces-rights-issue-of-approximately-SEK-140-mil.pdf

About Acconeer AB

With ground-breaking technology, Acconeer has developed a radar sensor that opens a new world of interaction. Acconeer Micro Radar Sensor, with low power consumption, high precision, small size and high robustness, is a 60GHz robust and cost-effective sensor for detection, distance measurement, motion detection and camera-supported applications with low power consumption. Acconeer combines the advantage of low power consumption with highly accurate pulsed radar systems of coherent radar, all integrated into a component with a surface area of only 28 mm2. The radar sensor can be included in a range of mobile consumer products, from smartphones to wearables, but also in areas such as robots, drones, the Internet of Things, healthcare, automotive, industrial robots and security and monitoring systems. Acconeer is a semiconductor company and, as a business model, sells hardware to manufacturers of consumer electronics products. Acconeer is listed on Nasdaq First North Growth Market with the ticker code ACCON, Redeye is the company's Certified Advisor (CA) and can be contacted via telephone +46(0)8 121 576 90 or via e-mail certifiedadviser@redeye.se. For more information: www.acconeer.com.

IMPORTANT INFORMATION

This press release is not an offer to subscribe for shares in Acconeer and investors should not subscribe for or purchase any securities, except on the basis of information provided in the prospectus.

This press release may not be made public, released or distributed, directly or indirectly, in or into the United States, Australia, Hongkong, Canada, New Zealand, South Africa, Singapore or in any other jurisdiction in which the distribution of this press release would be unlawful. Further, this press release does not constitute an offer to sell new shares, paid subscribed for shares ("BTA") or subscription rights to any person in any jurisdiction in which it is unlawful to make such offer to such person or where such action would require additional prospectuses, registration or other measures other than those pursuant to Swedish law. The prospectus, application form and other documents associated with the Rights Issue may not be distributed in or to any country where such distribution or the Rights Issue would require such measures set forth in the preceding sentence or be in violation of the regulations of such country.

The new shares, BTAs and subscription rights have not been recommended or approved by any United States federal or state securities commission or regulatory authority. No new shares, BTAs, subscription rights or other securities issued by Acconeer have been or will be registered under the U.S. Securities Act of 1933, as amended, or under the securities legislation in any state of the United States, and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. There is no intention to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.

Any offering of the securities referred to in this press release will be made by means of a prospectus. This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC (together with any related implementing and delegated regulations, the "Prospectus Regulation"). Investors should not invest in any securities referred to in this announcement except on the basis of information contained in the aforementioned prospectus.

In any EEA Member State other than Sweden, this press release is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State.

In the United Kingdom, this document and any other materials in relation to the securities described herein is only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, "qualified investors" (within the meaning of the United Kingdom version of the EU Prospectus Regulation (2017/1129/ EU) which is part of United Kingdom law by virtue of the European Union (Withdrawal) Act 2018) who are (i) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). In the United Kingdom, any investment or investment activity to which this communication relates is available only to, and will be engaged in only with, relevant persons. Persons who are not relevant persons should not take any action on the basis of this press release and should not act or rely on it.

This press release may contain forward-looking statements which reflect Acconeer's current view on future events and financial and operational development. Words such as "intend", "will", "expect", "anticipate", "may", "plan", "estimate" and other expressions that imply indications or predictions of future development or trends, constitute forward-looking statements. Forward-looking statements inherently involve both known and unknown risks and uncertainties as they depend on future events and circumstances. Forward-looking statements do not guarantee future results or development and the actual outcome could differ materially from the forward-looking statements. The information, opinions and forward-looking statements included in this press release speak only as of its date and are subject to change without notice.