Clavister

Considering the liquidity injection received from the TO8 warrant program, as well as estimated surplus liquidity from the new share issue that Clavister conducted earlier in 2024, Clavister and the EIB have reached an agreement whereby Clavister will repay 6 MEUR of the existing loan from the EIB already during the fourth quarter of 2024, thereby reducing future repayments during the period from 2025 to 2027 by an equivalent amount. 

In return, the EIB has waived its contractual right to anti-dilution warrants corresponding to 6 % of the number of shares issued in TO8, meaning that the EIB's dilution protection from TO8 and onwards amounts to 5.1635 %. 

Furthermore, the agreement allows Clavister to provide collateral in the form of floating charges to secure an overdraft facility with a commercial bank of approximately 15 MSEK, should future working capital needs arise. 

The purpose of the new agreement with the EIB is to reduce Clavister's debt level more quickly and thereby lower the company’s financial expenses. 

Background 
Clavister AB, a wholly-owned subsidiary of Clavister Holding AB, has had a loan with the European Investment Bank (EIB) since 2017, currently amounting to 19.5 million euros. The loan has been a crucial component in financing Clavister's development of advanced cybersecurity products. The loan agreement was originally made possible thanks to the European Fund for Strategic Investments (EFSI), which is at the core of the European Investment Plan. The Investment Plan was established by the EIB Group and the European Commission to enhance the competitiveness of the European economy. The field of cybersecurity has been specifically identified as an area where domestic European suppliers are needed to ensure European digital sovereignty. 

In January 2024, Clavister conducted an issue of "Units" consisting of shares and warrants in two series, TO8 and TO9. The new issue was fully subscribed and provided Clavister with approximately 170 MSEK before transaction costs. Participants in the new issue received approximately 42.4 million warrants in TO8 and TO9, respectively. 

In February 2024, Clavister and the EIB negotiated a new repayment plan for Clavister’s loan with the EIB. The new repayment plan spanned from 2024 through 2028, with the majority of repayments scheduled for 2026 to 2028. The accrued interest related to the loan will be amortized once the loan is fully repaid. 

The subscription supported by the TO8 warrants took place in September 2024 and provided Clavister with approximately 50 MSEK before transactions costs.