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Kurs & Likviditet

Kursutveckling och likviditet under dagen för detta pressmeddelande

Kalender

2025-02-06 Bokslutskommuniké 2024
2024-11-07 Kvartalsrapport 2024-Q3
2024-08-22 Kvartalsrapport 2024-Q2
2024-05-16 Ordinarie utdelning HDLY 0.00 NOK
2024-05-08 Kvartalsrapport 2024-Q1
2024-05-02 Årsstämma 2024
2024-02-15 Bokslutskommuniké 2023
2023-12-06 Extra Bolagsstämma 2023
2023-11-09 Kvartalsrapport 2023-Q3
2023-08-17 Kvartalsrapport 2023-Q2
2023-06-22 Årsstämma 2023
2023-05-26 Ordinarie utdelning HDLY 0.00 NOK
2023-05-11 Kvartalsrapport 2023-Q1
2023-02-14 Bokslutskommuniké 2022
2022-11-10 Kvartalsrapport 2022-Q3
2022-08-18 Kvartalsrapport 2022-Q2
2022-07-05 Extra Bolagsstämma 2022
2022-05-12 Kvartalsrapport 2022-Q1
2022-03-30 Ordinarie utdelning HDLY 0.00 NOK
2022-03-29 Årsstämma 2022
2022-02-15 Bokslutskommuniké 2021
2021-11-09 Kvartalsrapport 2021-Q3
2021-08-17 Kvartalsrapport 2021-Q2
2021-05-11 Kvartalsrapport 2021-Q1
2021-03-19 Ordinarie utdelning HDLY 0.00 NOK
2021-03-18 Årsstämma 2021
2021-03-04 Bokslutskommuniké 2020
2021-02-03 Split HDLY 1:16
2021-01-29 Extra Bolagsstämma
2020-06-18 Årsstämma 1

Beskrivning

LandNorge
ListaEuronext Growth Oslo
SektorInformationsteknik
IndustriElektronisk utrustning
Huddly är verksamma inom IT-sektorn. Bolaget är specialiserade inom utveckling av kameror. Programvaran är egenutvecklad och används för professionell verksamhet samt hemmabruk. Kunderna består huvudskaligen av företagskunder verksamma i ett flertal sektorer. Utöver huvudverksamheten erbjuds även diverse mervärdestjänster och tillhörande produkter. Störst verksamhet återfinns inom den nordiska marknaden.
2023-11-21 22:36:41
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN CANADA,
JAPAN, AUSTRALIA OR THE UNITED STATES, OR ANY OTHER JURISDICTION IN WHICH SUCH
RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES
NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.

Oslo, 21 November 2023: Reference is made to the stock exchange release from
Huddly AS ("Huddly" or the "Company", ticker: HDLY) regarding a contemplated
private placement of between NOK 100 and 130 million in gross proceeds (the
"Offer Size") offered by the Company (the "Private Placement") with a fixed
price per Offer Share of NOK 0.50 per Offer Share (the "Offer Price").

The Company is pleased to announce that it has conditionally allocated a total
of 260 million new shares (the "Offer Shares") in the Private Placement at the
Offer Price, raising gross proceeds of NOK 130 million, equivalent to the top
end of the initial Offer Size range. The Private Placement received strong
support from existing shareholders and was over-subscribed.

The net proceeds from the Private Placement will be used for strengthening
go-to-market partnerships, continued investments in R&D, working capital
requirements and general corporate purposes.

The board of directors of the Company (the "Board") has today resolved to
conditionally allocate the Offer Shares as well as to call for an extraordinary
general meeting, to be held on or about 6 December 2023, to approve the Private
Placement, issue the Offer Shares and authorise the Board to issue shares in a
potential Subsequent Offering (as defined below) (the "EGM"). The notice to the
EGM will be announced through a separate stock exchange notice.

Allocation to investors will be communicated on 22 November 2023, and the
Private Placement is expected to be settled by the Manager on a
delivery-versus-payment ("DvP") basis on or about 11 December 2023, subject to
fulfilment of the completion conditions and processing time with the Norwegian
Register of Business Enterprises ("NRBE") pertaining to registration of the
share capital increase (such registration to be notified in a separate stock
exchange notice on the NRBE registration date). The DvP settlement of Offer
Shares in the Private Placement will be facilitated by a pre-payment agreement
entered into between the Company and the Manager (the "Pre-Payment Agreement").

The Offer Shares will not be tradable on Euronext Growth Oslo before the share
capital increase pertaining to the issuance of the Offer Shares has been
registered with the NRBE and the share capital increase has been announced by
the Company, expected on or about 8 December 2023.

The completion of the Private Placement and issuance of the Offer Shares remains
subject to (i) the EGM resolving to approve the Private Placement and issue the
Offer Shares, (ii) the Pre-Payment Agreement remaining in full force and effect,
(iii) the share capital increase pertaining to the issuance of the allocated
Offer Shares being validly registered with the NRBE and (iv) the allocated Offer
Shares being validly issued and registered in the Norwegian Central Securities
Depository (Euronext Securities Oslo, known as the "VPS").

Following (and subject to) the issuance of Offer Shares in the Private Placement
(but prior to the Subsequent Offering), the Company will have a share capital of
NOK 297,705.03, divided into 476,328,048 shares.

Subscription by primary insiders and lock-up

The following primary insiders in the Company (or persons closely associated
with them) have been allocated Offer Shares for in aggregate NOK 52 million
(which is approx. 2x of their individual pro-rata at the low end of the Offer
Size range) at the Offer Price in the Private Placement:

o Certain companies associated with the Company's CEO, Graham Williams (owns
~9.8%): NOK 19.6 million.
o Mertoun Capital AS which is associated with the Company's chairman, Jostein
Devold (owns ~6.4%): NOK 12 million.
o Kolberg Motors AS and Multiplikator AS which are both associated with the
Company's board member Kristian Kolberg (owns ~4.9%): NOK 10 million.
o SOM Holding AS which is associated with the Company's board observer Stein Ove
Eriksen (owns ~3.7%): NOK 8 million.
o HPA Holding AS which is associated with the Company's VP Engineering Håvard
Alstad (owns ~1.2%): NOK 2.4 million.

In relation to the Private Placement, the Company and members of the Company's
executive management and Board have entered into customary lock-up undertakings
with the Manager that will restrict, subject to certain exceptions, their
ability to issue, sell or dispose of shares, as applicable for a period of six
months from the date hereof without the prior written consent of the Manager.

Subsequent Offering and equal treatment considerations

Completion of the Private Placement implies a deviation from the pre-emptive
rights of the existing shareholders of the Company under the Norwegian Private
Limited Companies Act. When resolving the issuance of the Offer Shares in the
Private Placement, the Board considered this deviation and also the equal
treatment obligations under the section 3.1 of the Euronext Growth Rule Book
Part II and Oslo Børs' Circular no. 2/2014. By structuring the Private Placement
as a private placement with a Subsequent Offering (as defined below), the
Company was able to raise capital in an efficient manner, faster, with a lower
discount to the current trading price and a significantly lower completion risks
compared to a rights issue and without the underwriting commissions normally
associated with such rights offerings. On this basis, the Board is of the
opinion that there are sufficient grounds to deviate from the pre-emptive rights
and that the Private Placement is in compliance with the equal treatment
requirements.

To mitigate the dilution of existing shareholders not participating in the
Private Placement, the Board has resolved to propose that the EGM gives the
Board authorization to resolve a subsequent offering (the "Subsequent Offering")
of up to 60 million new shares (equal to NOK 30 million) directed towards the
Company's shareholders as of close of trading 21 November 2023, as recorded in
the VPS on 23 November 2023, who (i) were not included in the wall-crossing
phase of the Private Placement, (ii) do not have a pro-rata share of the Private
Placement which is equal to or higher than the minimum order and allocation in
the Private Placement (0.90% - 1.17% of the shares outstanding in the Company),
(iii) were not allocated Offer Shares in the Private Placement, and (iv) are not
resident in a jurisdiction where such offering would be unlawful or would (in
jurisdictions other than Norway) require any prospectus, filing, registration or
similar action (the "Eligible Shareholders"). The subscription price in the
Subsequent Offering will be equal to the Offer Price. The Eligible Shareholders
will receive non-transferrable subscription rights in the Subsequent Offering.
Subscription without subscription rights will not be permitted in the Subsequent
Offering. The Board will, connected to the Subsequent Offering, decide whether
Eligible Shareholders shall be allowed to over-subscribe.

The Subsequent Offering is subject to (i) completion of the Private Placement
(ii) necessary corporate approvals including the EGM resolving to authorise the
Board to issue shares in the Subsequent Offering and the Board resolving to
issue shares in the Subsequent Offering, (iii) the publication of an offering
prospectus pertaining to the Subsequent
Offering and (iv) the prevailing market price of the Company's shares following
the Private Placement. The Board may decide that the Subsequent Offering will
not be carried out in the event that the Company's shares trade at or below the
subscription price in the Subsequent Offering (i.e. the Offer Price) at
sufficient volumes.

Advisors

Pareto Securities AS is acting as sole lead manager and bookrunner in connection
with the Private Placement.

Simonsen Vogt Wiig is acting as legal counsel to the Company, and
Schjødt is acting as legal counsel the Manager.

Contacts

For more information, please contact:

Abhijit Banik, CFO
Mobile: +47 408 30 964
E-mail: abi.banik@huddly.com

Disclosure

This information is considered to be inside information pursuant to the EU
Market Abuse Regulation (MAR) and is subject to the disclosure requirements
pursuant to MAR article 17 and section 5-12 of the Norwegian Securities Trading
Act. This stock exchange announcement was published by Abhijit Banik, CFO of the
Company, at the date and time provided herein.

About Huddly AS

Disruptive innovation is our heartbeat at Huddly. We're committed to pushing
technology and challenging the status quo in order to empower human
collaboration. Combining our industry-leading expertise in artificial
intelligence, software, hardware, and UX, we craft intelligent camera systems
that enable inclusive and productive teamwork. Huddly cameras are designed to
provide high-quality, AI-powered video meetings on major platforms, including
Microsoft Teams, Zoom, and Google Meet. With upgradable software, durable
hardware, and engaging user experiences, they are the ideal choice for
organizations seeking a future-proof, scalable, and sustainable solution.
Founded in 2013, Huddly is headquartered in Oslo, Norway, with presence in the
US and EMEA and distribution globally.

Important notice

This announcement is not, and does not form a part of, any offer to sell, or a
solicitation of an offer to purchase, any securities of the Company. The
distribution of this announcement and other information may be restricted by law
in certain jurisdictions. Copies of this announcement are not being made and may
not be distributed or sent into any jurisdiction in which such distribution
would be unlawful or would require registration or other measures. Persons into
whose possession this announcement or such other information should come are
required to inform themselves about and to observe any such restrictions.
The securities referred to in this announcement have not been and will not be
registered under the Securities Act, and accordingly may not be offered or sold
in the United States absent registration or an applicable 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 part of the offering or their securities in the United States or to conduct
a public offering of securities in the United States. Any sale in the United
States of the securities mentioned in this announcement will be made solely to
QIBs as defined in Rule 144A under the Securities Act, pursuant to an exemption
from the registration requirements under the US Securities Act, as well as to
"major U.S. institutional investors" as defined in Rule 15a-6 under the United
States Exchange Act of 1934.
In any EEA Member State, this communication is only addressed to and is only
directed at qualified investors in that EEA Member State within the meaning of
the Prospectus Regulation, i.e., only to investors who can receive the offer
without an approved prospectus in such EEA Member State. The expression
"Prospectus Regulation" means Regulation 2017/1129 as amended together with any
applicable implementing measures in any EEA Member State.
In the United Kingdom, this communication is only being distributed to and is
only directed at persons that are (i) investment professionals falling 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 communication must not be acted
on or relied on by persons who are not relevant persons. Any investment or
investment activity to which this communication relates is available only for
relevant persons and will be engaged in only with relevant persons. Persons
distributing this communication must satisfy themselves that it is lawful to do
so.
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",
"strategy", "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, the 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 the
Company's control.
Actual events may differ significantly from any anticipated development due to a
number of factors, including without limitation, changes in investment levels
and need for the Company's services, changes in the general economic, political
and market conditions in the markets in which the Company operates, the
Company's ability to attract, retain and motivate qualified personnel, changes
in the Company's ability to engage in commercially acceptable acquisitions and
strategic investments, and changes in laws and regulation and the potential
impact of legal proceedings and actions. 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
forward-looking statements. The Company does not provide any guarantees that the
assumptions underlying the forward-looking statements in this announcement are
free from errors nor does it accept any responsibility for the future accuracy
of the opinions expressed in this announcement or any obligation to update or
revise the statements in this announcement to reflect subsequent events. You
should not place undue reliance on any forward-looking statements in this
announcement.
The information, opinions and forward-looking statements contained in this
announcement speak only as at its date, and are subject to change without
notice. The Company does not undertake any obligation 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 announcement. Neither the Manager nor any of its affiliates make
any representation as to the accuracy or completeness of this announcement and
none of them accept any responsibility for the contents of this announcement or
any matters referred to herein.
This announcement is for information purposes only and is not to be relied upon
in substitution for the exercise of independent judgment. It is not intended as
investment advice and under no circumstances is it to be used or considered as
an offer to sell, or a solicitation of an offer to buy any securities or a
recommendation to buy or sell any securities in the Company. Neither the Manager
nor any of its affiliates accept any liability arising from the use of this
announcement.
This announcement is an advertisement and is not a prospectus for the purposes
of the Prospectus Regulation as amended together with any applicable
implementing measures in any EEA Member State, and repealing Directive
2003/71/EC (as amended) as implemented in any Member State.