Excercise of over-allotment option and end of stabilisation period
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Carnegie Investment Bank AB (publ) ("Carnegie"), in its capacity as stabilisation manager, today notified Vimian Group AB (publ) ("Vimian" or the "Company") and Fidelio[1] that the over-allotment option has been exercised in respect of 14,101,557 ordinary shares and that the stabilisation period has ended.
As announced on 18 June 2021 in the press release regarding the first day of trading in Vimian's ordinary share on Nasdaq First North Growth Market (the "Listing"), Carnegie has, in its capacity as stabilisation manager, had the option to carry out transactions in the Vimian share aimed at supporting the price of the share at levels above those which might otherwise prevail in the market.
Stabilisation transactions in the Vimian share have been possible to carry out on Nasdaq First North Growth Market, in the over-the-counter market or otherwise, at any time from the first day of trading on Nasdaq First North Growth Market (on 18 June 2021) and for no longer than 30 calendar days thereafter. Carnegie has, however, been under no obligation to effect stabilising transactions and there has been no assurance that stabilising transactions would be undertaken. Further, stabilising transactions, if undertaken, could be discontinued at any time without prior notice. Stabilisation transactions could in no event be effected at levels above the price in the private placement carried out in connection with the Listing (the "Private Placement"), i.e. SEK 76 per share.
In connection with the Private Placement, Fidelio entered into an undertaking to, within 30 days from the first day of trading on Nasdaq First North Growth Market, upon the request of Carnegie, sell up to additional 14,395,944 existing ordinary shares in Vimian to cover any over-allotment in connection with the Listing (the "Over-Allotment Option"). Since Carnegie, in accordance with what is stated below, has undertaken stabilisation transactions in respect of 294,387 shares in the Company (as announced on 24 June 2021), and due to Vimian's share price performance, Carnegie today notified the Company and Fidelio that Carnegie has exercised the Over-Allotment Option in respect of 14,101,557 ordinary shares and that the stabilisation period has ended.
Carnegie has, in its capacity as stabilisation manager, notified that stabilisation measures, in accordance with Article 5.4 of the Market Abuse Regulation (EU No 596/2014), have been undertaken in the Vimian share on First North as specified below. Contact person at Carnegie is Johan Flintull, phone: +46 8 588 688 00.
Stabilisation information
Issuer: Vimian Group AB (publ)
Security: Ordinary share (ISIN: SE0015961982)
Size of Private Placement: 110,368,908 shares (including full Over-Allotment Option)
Price in the Private Placement: SEK 76
Market: Nasdaq First North Growth Market
Ticker: VIMIAN
Stabilisation manager: Carnegie Investment Bank AB (publ)
Stabilisation measures
Date Quantity (number of shares) Highest price (SEK) Lowest price (SEK) Volume weighted average price (SEK) Currency Trading venue
2021-06-18 294,387 76.00 76.00 76.00 SEK SSME
[1] Refers to Goldcup 28102 AB (u.c.t. Fidelio Vet Holding II AB).
Dr. Fredrik Ullman
fredrik.ullman@vimian.com
Henrik Halvorsen
henrik.halvorsen@vimian.com
Fredrik Sätterström
fredrik.satterstrom@vimian.com
The information was submitted for publication, through the agency of the contact persons set out above, at 18.00 CEST on 30 June 2021.
Vimian is a fast-growing and profitable company targeting global niches within animal health, characterised by significant unmet needs and sustainable above-market growth potential. Today, the Group covers four essential and rapidly evolving segments of animal health – Specialty Pharma, Diagnostics, Veterinary Services and MedTech. By partnering with exceptional entrepreneurs and management teams within selected niches of animal health, Vimian aims to create an ecosystem of category leaders, innovators, and entrepreneurs with the unique ability to combine the strengths and capabilities of a global group with the intimacy, speed, and creativity of an owner-led business. Headquartered in Stockholm, Sweden, Vimian and its over 400 employees offer a diversified portfolio of products, services and solutions, including over 13,000 SKUs protected by over 100 patents, to more than 15,000 veterinary clinics and labs in over 150 countries. Vimian is listed on Nasdaq First North Growth Market. FNCA Sweden AB is appointed Certified Adviser (info@fnca.se / +46 (0)8 528 003 99).
This press release does not constitute an offer or a solicitation to sell or acquire securities in the Company in any jurisdiction. The contents of this press release have been prepared by the Company and the Company is solely responsible for the contents hereof. The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed by any person for any purpose on the information contained in this announcement or its accuracy, fairness or completeness.
Copies of this announcement are not being made and may not be distributed or sent into the United States, Australia, Canada, the Hong Kong Special Administrative Region of the People's Republic of China, Japan South Africa, or any other jurisdiction in which such distribution would constitute a violation of the relevant laws or regulations of such jurisdiction 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 offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act and in accordance with applicable U.S. state securities laws. The Company does not intend to register any securities in the United States or to conduct a public offering of securities in the United States.
This announcement is only addressed to and directed at persons in member states of the European Economic Area, including Sweden, (each a "Relevant State") who are "Qualified Investors" within the meaning of Article 2(e) of the Prospectus Regulation. The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, Qualified Investors. This announcement should not be acted upon or relied upon in any Relevant State by persons who are not Qualified Investors. For the purposes of this announcement the expression "Prospectus Regulation" means Regulation (EU) 2017/1129.
This announcement does not constitute an offer of the securities to the public in the United Kingdom. No prospectus has been or will be approved in the United Kingdom in respect of the securities. This announcement is only being distributed to and is only directed at persons outside the United Kingdom, or persons in the United Kingdom who are "Qualified Investors" within the meaning of Article 2(e) of Regulation (EU) 2017/1129 as it forms part of English law by virtue of the European Union (Withdrawal) Act 2018 (the "EUWA") who are (i) investment professionals within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") or (ii) high net worth entities, and other persons to whom this announcement may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "Relevant Persons"). This announcement must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this announcement relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Any person who is not a Relevant Person should not act or rely on this document or any of its contents.
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," "intends," "estimate," "will," "may," "continue", "should" and similar expressions. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions. 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. The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice.
Vimian Group AB (publ) Press Release (30 June 2021)