Fra Aquaporin
Company announcement no. 5/2021
With reference to company announcement no. 1/2021 dated 14 June 2021 as published by Aquaporin A/S (“Aquaporin” or the “Company”) in connection with the initial public offering (the “Offering”) and admission to trading and official listing of Aquaporin’s shares on Nasdaq Copenhagen A/S, Aquaporin today announces the results of the Offering.
The first day of trading on Nasdaq Copenhagen is expected to take place today, 28 June 2021.
Niels Heering, chairman of Aquaporin, said:
“This is a great day to be part of the Aquaporin family. A special thank you to our employees and shareholders. Without them, none of this would have been possible. The interest that we have seen since announcing our intention to list on Nasdaq Copenhagen is a testament to the importance of Aquaporin’s vision to ensure sustainable use of the world’s most vital resource, clean water. I am confident in our ability to grow the company in all markets and establish Aquaporin at the forefront of water technology.”
Peter Holme Jensen, CEO and co-founder of Aquaporin, said:
“We are excited to be entering this next phase for Aquaporin as a listed company. The capital raised in the initial public offering is a game changer and enables us to fully deploy our ambitious commercial strategy, grow our business and create value for all stakeholders, including the new and existing investors who support Aquaporin and its future.”
Highlights of the Offering
- A fixed offer price of DKK 173 per share of nominal value of DKK 1.00 each.
- A total of Offering of 2,514,451 shares, each with a nominal value of DKK 1.00 excluding the Overallotment Facility (as defined below) and 2,891,619 shares including the Overallotment Facility.
- The total value of the Offering amounts to approximately DKK 500 million including the full placing of the Overallotment Facility.
- The Offering results in a market capitalization of Aquaporin of DKK 1.7 billion after completion of the issuance of the new shares in the Offering.
- The Company has sold 1,445,087 new shares (the “New Offer Shares“) to raise gross proceeds of DKK 250 million in the Offering.
- M. Goldschmidt Capital A/S and Danica Pension, Livsforsikringsaktieselskab (jointly referred to as the “Main Selling Shareholders“) have sold 967,364 existing shares, excluding the Overallotment Option (as defined below), to facilitate free float in the Company’s shares in connection with the Admission. An additional 102,000 existing shares have been sold by two members of the executive management and one board member to fund the exercise of certain warrants and taxes related hereto. These three individuals are together with the Main Selling Shareholders jointly referred to as the “Selling Shareholders” and all shares offered by the Selling Shareholders are referred to as the “Existing Offer Shares” (the Existing Offer Shares are together with the “New Offer Shares“, jointly referred to as the “Offer Shares“).
- As a part of the Offering, the Global Coordinator, Danske Bank A/S, has exercised its right to overallot (the “Overallotment Facility“) 377,168 shares amounting to a maximum of 15% of the aggregate number of Offer Shares allocated in the Offering (the “Overallotment Shares“), which is facilitated by M. Goldschmidt Capital A/S under a share lending arrangement, and a corresponding overallotment option (the “Overallotment Option“) to the Global Coordinator to acquire 377,168 shares (the “Option Shares“), exercisable, in whole or in part, from the date of Admission until 30 calendar days thereafter, solely to cover over-allotments or short positions, if any, incurred in connection with the Offering.
- The Company will not receive any proceeds from the sale of Existing Offer Shares by the Selling Shareholders in the Offering.
- Following the settlement of the Offering, M. Goldschmidt Capital A/S will hold 31.2% of the Company’s share capital and voting rights, assuming no exercise of the overallotment option, and 27.5% assuming full exercise of the overallotment option, and Danica Pension, Livsforsikrings-aktieselskab will hold 16.0% of the Company’s share capital and voting rights.
- The free float, representing the proportion of the share capital held by investors other than the members of the Board of Directors and Executive Management and the two shareholders, M. Goldschmidt Capital A/S and Danica Pension, Livsforsikringsaktieselskab, holding more than 10% of the Company’s share capital will be approximately 50.2% prior to any exercise of the Overallotment Option, and approximately 54.0% if the Overallotment Option is exercised in full.
- More than 3,400 new investors have been allocated shares in Aquaporin. The majority of the shares offered have been allocated to Danish and international institutional and larger investors while a customary allocation has been made to retail investors in Denmark.
- The Cornerstone Investors in the Offering, MEE Holding ApS (Morten Ebbesen), Topsøe Holding A/S, Claus Christiansen, Spar Nord Bank A/S, VP Capital N.V. and M. Goldschmidt Capital A/S have received full allocation of shares for a total amount of DKK 250 million, corresponding to approximately 50% of the Offering (including the Overallotment Facility).
- With respect to applications to purchase amounts of more than DKK 3 million, individual allocations have been determined by the Global Coordinator after agreement upon such allocations with the Board of Directors of the Company.
- With respect to applications to purchase amounts of up to and including DKK 3 million, reductions have been made mathematically:
- Orders for up to and including 225 shares, corresponding to DKK 38,925, have been allocated in full
- Orders for up to and including 17,341 shares, corresponding to DKK 3,000,000, have been allocated 225 shares and 18.5% of the remaining order
- 22,264 Shares have been allocated to orders received from members of the Board of Directors, Executive Management and the Company’s employees as well as certain investors with close ties to the Company and its major shareholders of which the Company’s Board of Directors and Executive Management have purchased 10,428 Offer Shares in connection with the Offering at the Offer Price.
- The first day of trading of the temporary purchase certificates representing the Company’s existing and new shares issued in connection with the Offering on Nasdaq Copenhagen is expected to be 28 June 2021 and the last day of trading of the temporary purchase certificates on Nasdaq Copenhagen is expected to be 30 June 2021. The first day of trading in, and official listing of, the Company’s shares on Nasdaq Copenhagen is expected to be 1 July 2021. Subject to completion of the Offering and registration of the New Offer Shares with the Danish Business Authority, the temporary purchase certificates will automatically be exchanged in VP Securities A/S (“VP Securities”) for a corresponding number of shares in the Company on or around 2 July 2021.
- The Company’s shares will be admitted to trading and official listing under the symbol of “AQP” in the permanent ISIN DK0061555109 and the temporary purchase certificates will be admitted to trading on Nasdaq Copenhagen under the temporary ISIN DK0061555299 and the temporary symbol of “AQP TEMP”.
- Payment for and settlement of the Offer Shares are expected to take place on or around 30 June 2021 by way of delivery of temporary purchase certificates under the temporary ISIN DK0061555299 against payment in immediately available funds in Danish kroner in book-entry form to investors’ accounts with VP Securities and through the facilities of Euroclear Bank S.A./N.A., as operator of the Euroclear System and Clearstream Banking, S.A..
- The admission is conditional upon the Offering not being withdrawn prior to settlement and completion of the Offering, and the Company making an announcement to that effect.
- If the Offering is terminated or withdrawn prior to settlement on 30 June 2021, the Offering and any associated arrangements will lapse, all submitted orders will be automatically cancelled, any monies received in respect of the Offering will be returned to applicable investors without interest (less any transaction costs) and admission to trading of the temporary purchase certificates and the shares on Nasdaq Copenhagen will be cancelled. Consequently, any trades in the temporary purchase certificates or the shares effected on or off the market before settlement of the Offering may subject investors to liability for not being able to deliver the temporary purchase certificates or the shares sold, and investors who have sold or acquired temporary purchase certificates or shares on or off the market may incur a loss. All dealings in the temporary purchase certificates or the Offer Shares prior to settlement of the Offering will be conditional and for the account of, and at the sole risk of, the parties involved.
- Further details of the Offering may be found in Appendix A (“Result Statement”).
Changes to the Board of Directors
As described in the Prospectus as of 14 June 2021, board member Michael Frank notified the Company prior to the Offering that he will step down as a member of the Board of Directors on the Admission Date, being today 28 June 2021, in accordance with the principles agreed with his employer and the Company’s current minority shareholder Syddansk Innovation A/S. Michael Frank is Investment Director at Syddansk Innovation A/S and has been a member of the Aquaporin’s Board of Directors since April 2007.
Bank and legal advisors in connection with the Offering
Danske Bank A/S is acting as Global Coordinator in the Offering. Gorrissen Federspiel Advokatpartnerselskab is acting as legal advisor to the Company in connection with the Offering and Plesner Advokatpartnerselskab is acting as legal advisor to the Global Coordinator in connection with the Offering.
