The Board of Directors of VIMAB Group AB (publ) has resolved on a rights issue of SEK 127,4 million at approximately 28 percent premium to current share price

REG

NOT FOR RELEASE, DISTRIBUTION, OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN ANY JURISDICTION WHERE SUCH RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY MEASURES OTHER THAN THOSE APPLICABLE UNDER SWEDISH LAW. FURTHER RESTRICTIONS APPLY, REFER TO"IMPORTANT INFORMATION" IN THE END OF THIS PRESS RELEASE.

The Board of Directors of VIMAB Group AB (publ) (the "Company" or "Vimab"), has today on 2 December 2025, resolved on a rights issue with preferential rights for existing shareholders, with a subscription price of SEK 4,80 per share, corresponding to gross proceeds to the Company of SEK 127,4 million upon full subscription (the "Rights Issue"). The Rights Issue is guaranteed to approximately 71.1 percent through guarantee commitments of approximately SEK 91,3 million.

Background and rationale

Peter Fredell, shareholder, CEO and Board member of Vimab, comments:

"Vimab Group AB (publ) is currently undergoing a transformational phase, with our operations shifting focus from engineering to the energy sector, in particular energy storage solutions (BESS). While we have achieved robust growth, such expansion necessarily requires working capital. We are therefore raising capital to further accelerate our growth trajectory. We are highly appreciative of our guarantors Sven-Olof Johansson, Aggregate Media AB and SCF1. Through the SCF1-guarantee, SCF1 demonstrates confidence in our potential for higher returns by opting to become a shareholder rather than a lender. Furthermore, this is at a subscription price that is approximately 28 percent above the current market share price.

Over the past year, we have continued to progress the orders for which we received letters of intent earlier in the year. These projects are extensive and consequently complex to execute, with significant demands placed on suppliers. Nonetheless, our expectation is to complete these previously announced transactions within the foreseeable future.

I perceive great potential in Vimab and have personally stated my intention to subscribe for shares in the rights issue through my wholly owned company, Fredell & Co Aktiebolag."

Mats Johansson, Board member in Vimab and CEO and Board member in SCF1, comments:

"As a lender, we are highly encouraged by the company's recent progress and the strategic direction now being implemented. By converting our claim in connection with the share issue, we underscore our strong confidence in the company's long-term prospects and its ability to create sustainable shareholder value.

This transaction strengthens Vimab's financial position and provides a solid platform for delivering on the strategic plan ahead. We look forward to supporting and following the company's continued value-driven growth - now as shareholders."

Summary

  • The Rights Issue comprises a maximum of 26,545,158 new shares, resulting in an increase in the share capital of up to SEK 5,309,031.60, and the subscription period is set to end on 29 December 2025.
  • The Rights Issue is guaranteed through guaranteed commitments of approximately SEK 91,3 million, corresponding to 71.7 percent of the Rights Issue, by: (i) the existing shareholder Sven-Olof Johansson which has undertaken to subscribe for 4,166,666 shares (in total SEK 20 million); (ii) Scandinavian Credit Fund I AB (publ) ("SCF1"), who is the Company's largest creditor and holds a claim against the Company amounting to SEK 70,343,088.00 (including accrued interest) (the "SCF1-guarantee"), which has undertaken to subscribe for 14,654,810 shares in the Rights Issue (in total approximately SEK 70,3 million); and (iii) Aggregate Media AB, which has undertaken to subscribe for 208,333 shares (in total SEK 1 million) in the Rights Issue.
  • The Company's existing shareholder Fredell & Co Aktiebolag ("Fredell & Co"), which is wholly owned by Vimab's CEO and Board member Peter Fredell, have submitted a non-binding statement of intent to subscribe for shares in the Rights Issue.
  • The subscription price has been set at SEK 4.80 per share, corresponding to a premium of approximately 28 percent compared to the closing price SEK 3.76 for Vimab's share on Nasdaq First North on 1 December 2025.
  • The purpose of the Rights Issue is to strengthen the Company's financial position and to provide the liquidity required by the Group to continue implementing its business strategy, as well as to greatly reduce its financial indebtedness and financial costs.
  • Shareholders in jurisdictions where participation would be unlawful or would require registration or any measures other than those applicable under Swedish law may not participate in the Rights Issue.
  • For complete information, please refer to the Swedish language press release disclosed on 2 December 2025 at 13:00 CET. This press release is a summary for information purposes only.

 

Advisors

Mangold Fondkommission AB acts as financial advisor and Wigge & Partners Advokat KB acts as legal advisor to the Company in connection with the Rights Issue.

For further information, contact:

Peter Fredell, CEO

peter.fredell@vimabgroup.com

+46(0) 705 77 25 95

 

Anna Bonde, CFO

anna.bonde@vimabgroup.com

+46(0) 733 54 71 34

 

Mangold Fondkommission AB is the Company's Certified Adviser.

About VIMAB Group

VIMAB GROUP AB (publ) is an industrial group comprising fourteen companies operating within energy services, industrial technology, and environmental engineering. The company's business concept is to provide products and services that add value for its customers by increasing safety, improving workplace environments, and facilitating the transition to more environmentally friendly and energy-efficient operations. The Group generates annual revenues of approximately SEK 330 million and is listed on the Nasdaq First North Growth Market under the ticker VIMAB. VIMAB GROUP AB operates both in Sweden and internationally, with a strong growth strategy, to be achieved through both organic expansion and corporate acquisitions.

Important information

The release, distribution or publication of this press release may, in certain jurisdictions, be subject to restrictions. The recipients of this press release in jurisdictions where this press release has been published or distributed shall inform themselves of and follow such restrictions. The recipient of this press release is responsible for using this press release, and the information contained herein, in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in VIMAB Group AB (publ), Reg. No. 556852-5843 ("Vimab" or the "Company") in any jurisdiction, neither from Vimab nor from someone else.

This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States. The information in this press release may not be announced, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, within or into the United States, the United Kingdom, Australia, Hong Kong, Japan, Canada, Switzerland, Singapore, South Africa, New Zealand or in any other jurisdiction where such announcement, publication or distribution of the information would not comply with applicable laws and regulations or where such actions are subject to legal restrictions or would require additional registration or other measures than what is required under Swedish law. Actions taken in violation of this instruction may constitute a crime against applicable securities laws and regulations.

In the United Kingdom this press release, including any other information regarding the securities described herein, is only distributed to and directed only at, and any investment or investment activity to which this document relates is only available to and will be engaged in only with "qualified investors" who are (i) persons who have professional experience in matters relating to investments and who fall within the definition of "professional investors" as defined 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 under (a) and (b) above are jointly 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 based on this press release and should not act or rely on it.

This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 (the "Prospectus Regulation") and has not been approved by any regulatory authority in any jurisdiction. Vimab has not authorised any offer to the public of shares or other securities in any member state of the EEA and no prospectus has been or will be prepared in connection with the Rights Issue. In any member state of the EEA, this communication is only addressed to and is only directed at qualified investors in that member state within the meaning of the Prospectus Regulation. The Company will prepare and publish an information document in accordance with Article 1.4 db of the Prospectus Regulation.

This press release does not identify or suggest, or purport to identify or suggest, the risks (direct or indirect) that may be associated with an investment in new shares. Any investment decision in connection with the Rights Issue must be made based on all publicly available information relating to Vimab and Vimab's shares.

Such information has not been independently verified by Vimab or Mangold Fondkommission AB ("Mangold"). Mangold is acting for Vimab in connection with the Rights Issue and no one else. Mangold will not be liable to anyone else for providing the protections afforded to Mangold's clients nor for giving advice in connection with the Rights Issue or any other matter referred to herein. The information in this press release is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this press release or its accuracy or completeness.

This press release does not constitute a recommendation for any investors' decision regarding the Rights Issue. Each investor or prospective investor should conduct their own assessment, analysis and evaluation of the business and information described in this press release and publicly available information. The price and value of the securities can decrease as well as increase. Achieved results do not provide guidance for future results. Neither the contents of Vimab's website nor any other website available through hyperlinks on Vimab's website are incorporated into or form part of this press release.

Forward-looking statements

This press release contains certain forward-looking statements that reflect Vimab's current beliefs or expectations about future events and financial and operational performance, including statements about guidance, planning, prospects and strategies. Words like "intend", "estimate", "expect", "plan", "can" and similar expressions about indications or predictions about future development or trends which are not based on historical facts constitutes forward-looking information. The forward-looking statements in this press release are based on various assumptions, in several instances based on additional assumptions. Even if Vimab believes that the assumptions reflected in these forward-looking statements are reasonable, Vimab cannot give any warranties that any such forward-looking statements will be materialised. Since these forward-looking statements involve both known and unknown risks and uncertainties, the actual outcome can be essentially different compared to the forward-looking information. The Company does not provide any warranty that the assumptions which constitute the basis for the forward-looking statements in this press release are correct and each reader of the press release should not without reason trust the forward-looking statements in this press release. Forward-looking statements in this press release are only valid at the time of this press release and may be amended without notice. Neither Vimab nor anyone else undertakes any obligation to review, update or confirm or publicly announce any amendment of any forward-looking statement to reflect events that have occurred or circumstances occurring regarding the contents of this press release, unless required by law or the Nasdaq First North Growth Market rulebook.

Information to distributors

Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014 /65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together, the "MiFID II Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the shares in Vimab have been subject to a product approval process, which has determined that such shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, Distributors should note that: the price of the shares in Vimab may decline and investors could lose all or part of their investment; the shares in Vimab offer no guaranteed income and no capital protection; and an investment in the shares in Vimab is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Rights Issue. Furthermore, it should be noted that notwithstanding the Target Market Assessment, Mangold will only procure investors who meet the criteria of professional clients and eligible counterparties.

For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the shares in Vimab. Each distributor is responsible for undertaking its own target market assessment in respect of the shares in Vimab and determining appropriate distribution channels.

Datum 2025-12-02, kl 16:00
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