The Board of Directors of AAC Clyde Space has resolved on a rights issue of approximately SEK 73.7 million and secured loan facilities of SEK 20 million

THE BOARD OF DIRECTORS OF AAC CLYDE SPACE HAS RESOLVED ON A RIGHTS ISSUE OF APPROXIMATELY SEK 73.7 MILLION AND SECURED LOAN FACILITIES OF SEK 20 MILLION

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, HONG KONG, JAPAN, SINGAPORE, NEW ZEELAND, SOUTH AFRICA OR AUSTRALIA OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

The Rights Issue in brief

• For each existing share held on the record date, 29 June 2023, one (1) subscription right is received. The subscription rights entitle the holder to subscribe for new shares with preferential rights, whereby five (5) subscription rights give the right to subscribe for three (3) new shares.
• The subscription price is set at SEK 0.60 per share. Provided that the Rights Issue is fully subscribed, the Company will receive approximately SEK 73.7 million before the deduction of transaction costs, estimated at approximately SEK 13.1 million.
• The Company intends to use the net proceeds to grow the Space Data as a Service-business, including promoting the development of four satellites for agricultural data through the xSPANCION project as well as to sell and build the remaining six satellites of the xSPANCION project.
• The Rights Issue is covered up to approximately 65 per cent by subscription undertakings from several existing shareholders and guarantee commitments from existing and new investors. The subscription undertakings from members of the Company's Board of Directors and management amount to SEK 4.7 million in total, corresponding to approximately 6 per cent of the Rights Issue.
• The subscription period will run from 3 July 2023 to 17 July 2023.  
• The record date for participation in the Rights Issue with preferential rights is 29 June 2023. Last day of trading in AAC Clyde Space´s shares including right to receive subscription rights in the Rights Issue is 27 June 2023 and the first day of trading in the Company's shares without receiving subscription rights in the Rights Issue is 28 June 2023.
• Trading in subscription rights will take place on the Nasdaq First North Premier Growth Market during the period from 3 July 2023 to 12 July 2023.
• In connection with the Rights Issue, all members of the Company's Board of Directors and management with shareholdings in the Company have undertaken towards Vator Securities AB, subject to customary exceptions, not to sell or otherwise transfer financial instruments (does not include shares subscribed within the scope of the Rights Issue or thereafter) without first, in each separate case, ascertain a written approval from Vator Securities AB. This lock-up period ends 180 days following the announcement of the outcome of the Rights Issue.
• In order not to lose the value of the subscription rights, the holder must either use these to subscribe for new shares within the subscription period or sell the subscription rights that are not to be exercised within the period for trading in subscription rights.

AAC Clyde Space´s CEO Luis Gomes comments:

"This rights issue is a critical step in the growth of our Space Data as a Service business, ensuring that we can accelerate the development of our next generation services. At a time where we see an increased demand for information and data to help our society to make faster and better decisions, it is crucial for AAC Clyde Space to be at the forefront of this data revolution, using space technology to improve lives and increase our collective security. As we grow our data offer to the agricultural sector and introduce new services for the maritime and energy sectors, we continue the transformation of our Company, increasing our recurring business and increasing our profitability. This share issue will ensure a faster change allowing AAC Clyde Space to respond to new emerging opportunities."

Background and motives

AAC Clyde Space is a space company specialised in small satellite technologies and services to enable businesses, governments, and educational organisations to access high quality and timely data from space. The data has a wide range of applications, including weather forecasting, precision agriculture and environmental monitoring. The Company operates in three divisions: Space-Data-as-a-Service (SDaaS), Space Missions, and Space Products & Components. AAC Clyde Space has a strategic ambition to increase its operations in SDaaS, which represents a major opportunity for the Company as this segment shows a net margin of approximately 30-40 per cent. This strategic ambition is expected to contribute to growing recurring revenue from subscribers within Space-Data-as-a-Service, which is expected to contribute to strong revenue growth.

The Company has two major active SDaaS projects; Wyvern and ORBCOMM, which are building a strong foundation for the Company's transformation into a space-based data company. Alongside these active projects, the Company runs the xSPANCION project, which is part of the European Space Agency's Pioneer Partnership Projects that started in 2020 with the aim of strengthening the Company's ability to deliver constellations. The xSPANCION project include the manufacture of 10 satellites. The project lays the groundwork for the Company to quickly and at low cost provide space data and services to stakeholders keen to harness the power of satellites to tackle problems on Earth, from climate change to marine communications, without having to invest in their own space-based architecture or expertise. The Company expects the xSPANCION project, through the design and development of an innovative constellation, to anchor SDaaS with the Company's customers.

At the end of 2022, AAC Clyde Space and its partners decided to enter the final stage of the xSPANCION project, the demonstration phase, starting with phase 3A, which focuses on scaling up production capacity and delivering data services to users. The Company's work on the xSPANCION project will enable AAC Clyde Space to offer near global data coverage by delivering images of fields and forests across the world, maintaining agriculture, forests and helping to mitigate climate change, which represents a major commercial potential for AAC Clyde Space.

Upon full subscription in the Rights Issue, the Company will receive SEK 73.7 million before deduction of transaction costs, which are estimated to amount to approximately SEK 13.1 million. Given the Company's current business plan and against the above background, the Company intends to use the net proceeds from the Rights Issue to grow the SDaaS-business including promoting the development of four satellites for agricultural data through the xSPANCION project and to sell and build the remaining four satellites of the xSPANCION project.

The Rights Issue

The board of directors has today resolved to carry out an issue of a maximum 122,886,606 new shares with preferential rights for the Company's shareholders, i.e. the Rights Issue as defined above. The resolution is made subject to approval of the EGM which is scheduled to be held on 26 June 2023. The subscription price has been set at SEK 0.60 per share. Provided that the Rights Issue is fully subscribed, the Company will receive approximately SEK 73.7 million before deduction of costs related to the transaction, which are estimated at approximately SEK 13.1 million.

The shareholders of the Company will have preferential rights to subscribe for the new shares that are included in the Rights Issue. For each existing share held on the record date on 29 June 2023, one (1) subscription right is received. The subscription rights entitle the holder to subscribe for new shares with preferential rights, whereby five (5) subscription rights give the right to subscribe for three (3) new shares. Shareholders who do not participate in the Rights Issue have an opportunity to receive economic compensation for the dilution by selling their subscription rights. In order not to lose the value of the subscription rights, the holder must either use these to subscribe for new shares within the subscription period or sell the subscription rights that are not to be exercised within the period for trading in subscription rights.

If all of the new shares are not subscribed for with subscription rights, the board of directors will, within the limit of the maximum amount of the Rights Issue, resolve on allotment of new shares subscribed for without subscription rights as follows:

• Firstly, allotment shall be made to those who have subscribed for shares by virtue of subscription rights, irrespective of whether the subscriber was a shareholder on the record date or not, pro rata in relation to the number of subscription rights exercised for subscription and, to the extent that this cannot be done, by drawing lots;
• Secondly, allotment shall be made to others who have applied for subscription without subscription rights. In the event these cannot receive full allotment, allotment shall be made pro rata in relation to the number of shares for which each person has applied for subscription and, to the extent this cannot be done, by drawing lots; and
• lastly, to those who have entered into guarantee commitments with the Company. Allotment shall be pro rata in relation to their respective guarantee or underwriting amounts.

Full terms and conditions for the Rights Issue and further information regarding net proceeds, guarantee commitments etc. will be disclosed in the prospectus which will be published by the Company no later than in conjunction with the commencement of the subscription period.

Loan facilities

In connection with the Rights Issue, AAC Clyde Space has entered into loan agreements amounting to SEK 20 million in total with Formue Nord Markedsneutral A/S and Selandia Alpha Invest A/S, at market terms, to manage cash flow fluctuations. The loans run until 31 June 2024 but are intended to be repaid in connection with the completion of the Rights Issue by using available surplus cash in the business or funds from the Rights Issue.

Shares and share capital

At full subscription in the Rights Issue, the Company's share capital will increase by SEK 4,915,464.24 to SEK 13,107,904.64 and the number of shares will increase by 122,886,606 to 327,697,616. The dilution of the shareholders who do not participate in the Rights Issue will, assuming that the Rights Issue is fully subscribed, amount to approximately 37.5 per cent. Shareholders do have the possibility of financial compensation for the diluting effect by disposal of the subscription rights received.

Subscription undertakings and guarantee commitments

The Company has received subscription undertakings from several existing shareholders amounting to approximately SEK 6.5 million in total, corresponding to approximately 9 per cent of the Rights Issue. The subscription undertakings from members of the Company's Board of Directors and management amount to SEK 4.7 million in total, corresponding to approximately 6 per cent of the Rights Issue. In addition, the Company has received guarantee commitments from existing and new investors amounting to approximately SEK 41.1 million in total, corresponding to approximately 56 per cent. The sum of subscription undertakings and guarantee commitments amount up to approximately SEK 47.6 million, corresponding up to approximately 65 per cent of the Rights issue. Neither subscription undertakings nor guarantee commitments are secured by bank guarantee, blocked funds, pledges or similar arrangements.

Lock-up undertakings

In connection with the Rights Issue, all members of the Company's Board of Directors and management with shareholdings in the Company have undertaken towards Vator Securities AB, subject to customary exceptions, not to sell or otherwise transfer financial instruments (does not include shares subscribed within the scope of the Rights Issue or thereafter) without first, in each separate case, ascertain a written approval from Vator Securities AB. This lock-up period ends 180 days following the announcement of the outcome of the Rights Issue.

Prospectus

Information regarding the Rights Issue, as well as other information regarding the Company, will be provided in the prospectus that is planned to be published before the subscription period of the Rights Issue. The prospectus which will be published on the Company's website (www.aac-clyde.space) as well as on Vator Securities' website (www.vatorsecurities.se).

Timetable for the Rights Issue

The timetable for the Rights Issue below is preliminary and may be changed.

Advisors

In connection with the Rights Issue AAC Clyde Space has appointed Vator Securities AB as financial advisor and Setterwalls Advokatbyrå AB as legal advisor.

For more information:

Please visit: www.aac-clyde.space or contact:

CEO Luis Gomes [email protected]
CFO Mats Thideman, [email protected], mobile +46 70 556 09 73

The information in this press release is such that AAC Clyde Space AB (publ) shall announce publicly according to the EU Regulation No 596/2014 on market abuse (MAR). The information was submitted for publication, through the agency of the contact person set out above, at 22.35 CEST on 6 June 2023.

The following documents can be retrieved from beQuoted
AAC Clyde Space Pressrelease 2023-06-06.pdf