Wyld Networks

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The Board of Wyld Networks AB ("Wyld Networks" or the "Company") today announces the outcome of the rights issue of units, consisting of shares and warrants of series TO6, which the Board of directors decided on September 2, 2024, and approved by the extraordinary general meeting on October 2, 2024 (the "Rights Issue"). A total of 1,723,285 units, corresponding to approximately 8.4 percent of the Rights Issue, were subscribed for with unit rights. Additionally, 110,873 units, corresponding to approximately 0.5 percent of the Rights Issue, were subscribed for without unit rights. 9,545,007 units, corresponding to approximately 46.3 percent of the Rights Issue, were subscribed for by issue underwriters. The Rights Issue was thereby subscribed to approximately 55.2 percent, and through the Rights Issue, Wyld Networks will initially receive approximately SEK 41.0 million before issue costs and deduction of set-off of receivables of SEK 6.1 million.

Comment from CEO

“We are now seeing the next phase of Wyld Networks evolution from a development organisation  to a commercial organisation as the company is now starting to deliver product to their customer and generating  revenue. Now the rights issue has been completed the Company is now debt-free and well-capitalised, enabling us to accelerate the delivery of products, providing a solid foundation for those joining us on our journey forward.

I would like to take this opportunity to thank the shareholders who supported Wyld Networks. The coming quarters will be incredibly exciting as our company clearly moves into the next phase.”

- Alastair Williamson, CEO of Wyld Networks AB

Outcome in the Rights Issue

The subscription period for the Rights Issue ended on October 23, 2024. A total of 11,379,165 units were subscribed, corresponding to approximately 55.2 percent of the Rights Issue. 1,723,285 units were subscribed with unit rights, corresponding to approximately 8.4 percent of the Rights Issue, and 110,873 units were subscribed without unit rights, corresponding to approximately 0.5 percent of the Rights Issue. Furthermore, issue underwriters subscribed for 9,545,007 units, corresponding to approximately 46.3 percent of the Rights Issue. Each unit in the Rights Issue consists of forty (40) shares and twenty (20) warrants of series TO6. In total, 455,166,600 new shares and 227,583,300 warrants of series TO6 were subscribed for.

Through the Rights Issue, the Company will initially receive approximately SEK 41.0 million before issue costs and deduction of set-off of receivables of SEK 6.1 million. Upon full exercise of all warrants of series TO6, the Company may receive an additional capital injection of up to approximately SEK 27.3 million.

Allocation of units

The allocation of units has been made in accordance with the allocation principles described in the EU growth prospectus published by the Company on October 8, 2024, in connection with the Rights Issue (the "Prospectus"). Notification of the allocation of units subscribed for without unit rights will be sent separately through an issued settlement note. Shareholders registered with a nominee will receive notice of allocation in accordance with instructions from the respective nominee.

Shares and share capital

Through the Rights Issue, the number of shares in the Company will increase by 455,166,600 from 20,621,183 shares to 475,787,783 shares, and the share capital will increase by SEK 37,979,239.384840, from SEK 1,720,637.774291 to SEK 39,699,877.159131 (based on the Company's registered number of shares and share capital). If all attached warrants of series TO6 are fully exercised for the subscription of new shares in the Company, the number of shares in the Company will increase by an additional 227,583,300 shares, from 475,787,783 shares to 703,371,083 shares, and the share capital will increase by an additional SEK 18,989,619.692420, from SEK 39,699,877.159131 to SEK 58,689,496.851552.

Paid subscribed units (”BTU”)

Trading in BTU will take place on Nasdaq First North Growth Market until November 11, 2024, when the conversion of BTU into shares and warrants of series TO6 is expected to occur after the Rights Issue has been registered with the Swedish Companies Registration Office. Registration with the Swedish Companies Registration Office is expected to take place during week 45, 2024.

Warrants of series TO6

Each warrant of series TO6 entitles the holder to subscribe for one (1) new share in the Company. The subscription price for shares through warrants of series TO6 amounts to seventy (70) percent of the volume-weighted average price of the Company's share during the period from February 17, 2025, up to and including February 28, 2025, but no less than the quota value of the share and no more than SEK 0.12. Subscription for shares with warrants of series TO6 will take place in accordance with the terms of the warrants from March 4, 2025, up to and including March 18, 2025. Warrants of series TO6 are intended to be admitted to trading in connection with the conversion of BTU into shares and warrants.

Compensation to underwriters

In connection with the Rights Issue, several external investors have provided bottom underwriting commitments and middle underwriting commitments. For bottom underwriting commitments, underwriting compensation of 15 percent of the underwritten amount will be paid in cash or alternatively 15 percent of the underwritten amount in the form of newly issued units. For middle underwriting commitments, underwriting compensation of 20 percent of the underwritten amount will be paid in the form of newly issued units. Bottom underwriters wishing to receive underwriting compensation in the form of units must notify Mangold Fondkommission AB by October 30, 2024. The subscription price for any units issued as underwriting compensation has been set at SEK 3.6 per unit, corresponding to SEK 0.09 per share, which is the subscription price in the Rights Issue. Warrants of series TO6 will be issued free of charge. A maximum of 1,913,605 new units may be issued as underwriting compensation to the underwriters.

Registration of articles of association

At the extraordinary general meeting October 2, 2024, it was resolved to reduce the share capital with SEK 39 million. To enable the registration of the share capital reduction it was resolved to amend the limits for the share capital in the articles of association. At the extraordinary general meeting the board of directors was authorised to decide which of the amendments to the articles of association, resolved upon by the extraordinary general meeting, should be executed through registration with the Swedish Companies Registration Office. In accordance with the authorisation, the board of directors has resolved to register the articles of association according to alternative 1 in the notice, meaning that the share capital shall be no less than SEK 2,400,000 and no more than SEK 9,600,000. 

Advisors

Mangold Fondkommission AB is financial advisor and Advokatfirman Schjødt is legal advisor to the Company in connection with the Rights Issue.

For further information about Wyld Networks, please contact:

Alastair Williamson, CEO Wyld Networks
E-mail: alastair.williamson@wyldnetworks.com
Tel: +44 7 824 997 689

This information constitutes information that Wyld Networks is obligated to disclose under the EU Market Abuse Regulation. The information was provided, through the agency of the above-mentioned contact person, for public release on October 25, 2024, at 08:30 CEST.

About Wyld Networks

Wyld Networks develop and sells innovative wireless technology solutions that enables affordable connectivity anywhere in the World, addressing the problems for businesses and people regarding the lack of global mobile network coverage. The solutions are mainly targeted to wireless connectivity for the Internet of Things (IoT) and people.

Wyld Networks Ltd was formed in Cambridge, UK in 2016 and is a wholly owned subsidiary of Wyld Networks AB.

The Wyld Networks share (WYLD) is traded on the Nasdaq First North Growth Market.

Certified Adviser to Wyld Networks is Mangold Fondkommission AB.

Read more on: www.wyldnetworks.com

Important information

The information in this press release neither contains nor constitutes an offer to acquire, subscribe for or otherwise trade shares, warrants or other securities in Wyld Networks. No action has been taken and no action will be taken to allow an offer to the public in any jurisdiction other than Sweden. The invitation for relevant individuals to subscribe to units in the Company will only take place through the Prospectus, which was disclosed by the Company on October 8, 2024, on the Company's website, www.wyldnetworks.com. The Swedish Financial Supervisory Authority's approval of the Prospectus shall not be construed as an approval of the Company's shares, warrants or other securities. However, this press release is not a prospectus within the meaning of the Prospectus Regulation (EU) 2017/1129 ("Prospectus Regulation"), and this press release neither identifies nor purports to identify risks (direct or indirect) that may be associated with an investment in shares, warrants or other securities in Wyld Networks. The information in this press release is only intended to describe the background to the Rights Issue and does not claim to be complete or exhaustive. No assurance shall be given with respect to the accuracy or completeness of the information in this press release. Any investment decision should, in order for an investor to fully understand the potential risks and benefits associated with the decision to participate in the Rights Issue, be based solely on the information in the Prospectus. Therefore, an investor is recommended to read the entire Prospectus. This press release constitutes marketing in accordance with Article 2(k) of the Prospectus Regulation.

The information in this press release may not be published, released or distributed, directly or indirectly, in or to the United States, Australia, Belarus, Hong Kong, Japan, Canada, New Zealand, Russia, Switzerland, Singapore, South Africa, South Korea or any other jurisdiction where such action would be unlawful, subject to legal restrictions or require other actions than those following from Swedish law. Actions in violation of this instruction may constitute violations of applicable securities laws. No shares, warrants or other securities in Wyld Networks have been registered, and no shares, warrants or other securities will be registered, under the then-applicable United States Securities Act of 1933 (the "Securities Act") or securities legislation in any state or other jurisdiction in the United States, and may not be offered, sold or otherwise transferred, directly or indirectly, in or to the United States except in accordance with an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in accordance with securities legislation in the relevant state or other jurisdiction in the United States.

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” 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.

Forward-looking statements

This press release contains forward-looking statements that reflect the Company's intentions, beliefs, or current expectations about and targets for the Company's future results of operations, financial condition, liquidity, performance, prospects, anticipated growth, strategies and opportunities and the markets in which the Company operates. Forward-looking statements are statements that are not historical facts and may be identified by words such as "believe", "expect", "anticipate", "intend", "may", "plan", "estimate", "will", "should", "could", "aim" or "might", or, in each case, their negative, or similar expressions. The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurances that they will materialize or prove to be correct. Because these statements are based on assumptions or estimates and are subject to risks and uncertainties, the actual results or outcome could differ materially from those set out in the forward-looking statements as a result of many factors. 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 Company does not guarantee that the assumptions underlying the forward-looking statements in this press release are free from errors and readers of this press release should not place undue reliance on the forward-looking statements in this press release. The information, opinions and forward-looking statements that are expressly or implicitly contained herein speak only as of its date and are subject to change without notice. Neither the Company nor anyone else undertake to review, update, confirm or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this press release, unless it is required by law or the regulations of the Nasdaq First North Growth Market for issuers.