Precise Biometrics AB (publ) (“Precise” or the “Company”) has completed the acquisition of 100 percent of the shares in EastCoast Solutions AB and Besökssystem Sverige AB that was announced on 29 November 2021. In connection therewith, Precise’s Board of Directors has resolved upon an issue of 6,982,473 shares to EastCoast International, corresponding to an amount of SEK 7 million. In addition, SEK 18 million were paid in cash in the upfront payment of the acquisition.
The total purchase price for the acquisition of EastCoast Solutions amounts to SEK 80 million on a cash and debt free basis. The total upfront purchase price of SEK 25 million was paid today to the seller EastCoast International AB, a company wholly owned by the founders of EastCoast Solutions, Richard Skalsky and Martin Sjöberg. Of the upfront purchase price, SEK 7 million was paid in 6,982,473 newly issued shares in Precise through a set-off issue to the seller and the remaining amount of SEK 18 million was paid in cash. In addition to the upfront purchase price, an additional SEK 55 million will be payable to the seller in two installments:
- SEK 25 million shall be paid in cash at the date falling one (1) year from closing of the acquisition; and
- SEK 30 million shall be paid in cash at the date falling two (2) years from closing of the acquisition.
The set-off issue was resolved today by the Board of Directors of Precise pursuant to the authorization granted by the Annual General Meeting held on 14 May 2021. The reason for the deviation from the shareholders’ pre-emption right is to enable Precise to fulfill its commitments made in connection with the acquisition of EastCoast Solutions. As was communicated in the announcement of the acquisition, the subscription price per share for the newly issued shares amounts to 1.00251 SEK, corresponding to the volume weighted average price per share during the twenty (20) business days before (and excluding) 29 November 2021.
As of the date of this press release, the Company has 360,231,467 shares outstanding. After registration of this set-off issue to EastCoast International, the number of shares in Precise will increase by 6,982,473 shares to 367,213,940 shares and the share capital will increase with SEK 209,474.19 to SEK 11,016,418.2, corresponding to a dilution of approximately 2 percent. After registration of the shares in the directed issue that was completed on 29 November 2021, the number of shares will increase by 28,750,000 shares to 395,963,940 shares, and the share capital will increase with SEK 862,500 to SEK 11,878,918.2, corresponding to an additional dilution of approximately 7 percent. The shares issued to the seller will be subject to customary lock-up terms during 12 months following completion of the acquisition.
EastCoast Solutions will be consolidated into Precise’s consolidated financial reporting from 1 December 2021.
Advisors
Mannheimer Swartling acted as legal advisor to Precise in connection with the acquisition.
About EastCoast Solutions
EastCoast Solutions is the main actor in the Nordic region and one of few businesses that focus mainly on visitor management. The company was founded in 1998 and since then we have put all our focus on replacing guestbooks with modern visitor management systems. We have developed a stable product which is used by companies all over the world. For more information, please visit https://www.eastcoast.se/en.