Tellusgruppen will redeem a promissory note in the amount of 1,925,000 SEK by offsetting it against newly issued shares, subject to the Board’s approval
Published: April 25, 2024
Other, IR - Regulatory
Tellusgruppen Tellusgruppen , AB (publ) has entered into an agreement regarding a private placement for the purpose of settling a promissory note from the previous acquisition of Språkservice 24. The private placement will strengthen , AB’s equity and thereby improve its equity ratio. The validity of the agreement is contingent upon approval by the board of directors of , AB. Tellusgruppen
In connection with the Tellus Group’s acquisition of Språkservice 24, a promissory note in the amount of 1,925,000 SEK was issued to Språkservice 24’s owner, Idiomas Holding AB. Tellusgruppen Tellusgruppen has today entered into an agreement with Idiomas Holding AB to settle the promissory note and accrued interest of 66,689 SEK through a set-off against newly issued shares in AB. A total of 331,286 shares will be issued at a price of 6.012 SEK per share. Since the purpose was to settle the existing promissory note, a rights offering to existing shareholders was not considered in this case. The share price is based on the 30-day closing price as of April 19, with a 10% discount, which has been assessed as a market-based pricing.
On April 14, 2023, Tellusgruppen AB announced its acquisition of Språkservice 24. The purchase price amounted to 7,700,000 SEK, excluding cash. SEK 3,465,000 was to be paid in cash and SEK 2,310,000 through newly issued shares at the prevailing share price on the closing date. The remaining SEK 1,925,000 is to be paid via a promissory note due 24 months after closing on August 1, 2023.
Under the terms of the agreement, Tellusgruppen will issue 331,286 shares to the holders of promissory notes. The total number of shares in Tellusgruppen AB will thus increase from 14,678,424 to 15,009,710, corresponding to a dilution of 2.21 percent. Furthermore, Tellusgruppen AB’s equity will increase by 1,991,689 Swedish kronor and its share capital by 16,511 Swedish kronor. The new shares are expected to be distributed to Idiomas Holding AB on May 7, 2024.
The Board of Directors of Tellusgruppen AB is expected to approve the agreement at its board meeting on May 7, 2024.
-Tellusgruppen has grown significantly since its initial public offering without raising new capital. The equity ratio has weakened during the period as a result of amortization of completed acquisitions. With this private placement, Tellusgruppen is taking a step in the right direction to strengthen its balance sheet by converting debt into shares and, thereby, equity. “The transaction helps reduce shareholder concentration, increases trading in the stock, and strengthens the company’s equity ratio,” says Bijan Fahimi, CEO of the Tellus Group.
This information is information that Tellusgruppen is required to disclose under the EU Market Abuse Regulation. The information was submitted for publication on April 25, 2024, at 8:00 a.m. CEST, through the above-mentioned contact persons.
For more information
Bijan Fahimi, CEO of Tellusgruppen AB
+46 707 167 453
Certified Adviser
The company's Certified Adviser is Mangold Fondkommission AB, which can be reached by phone at 08-503 015 50 and by email atca@mangold.se.
