{"id":609,"date":"2021-07-07T16:20:00","date_gmt":"2021-07-07T14:20:00","guid":{"rendered":"http:\/\/localhost\/fragbite\/mfn_news\/the-offering-in-fragbite-group-prior-to-listing-on-nasdaq-first-north-growth-market-was-heavily-oversubscribed-788-percent-of-the-offering\/"},"modified":"2021-07-07T16:20:00","modified_gmt":"2021-07-07T14:20:00","slug":"the-offering-in-fragbite-group-prior-to-listing-on-nasdaq-first-north-growth-market-was-heavily-oversubscribed-788-percent-of-the-offering","status":"publish","type":"mfn_news","link":"https:\/\/fragbitegroup.com\/en\/press\/the-offering-in-fragbite-group-prior-to-listing-on-nasdaq-first-north-growth-market-was-heavily-oversubscribed-788-percent-of-the-offering\/","title":{"rendered":"The offering in Fragbite Group prior to listing on Nasdaq First North Growth Market was heavily oversubscribed, 788 percent of the Offering"},"content":{"rendered":"<div class=\"mfn-preamble\">\n<p><strong>CANNOT BE PUBLISHED, RELEASED, DISTRIBUTED, DIRECTLY OR INDIRECTLY, WITHIN OR TO THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, SINGAPORE, HONG KONG, JAPAN OR SOUTH AFRICA OR IN ANY OTHER JURISDICTION WHERE PUBLICATION OR DISTRIBUTION OF INFORMATION MAY NOT BE COMPATIBLE BY LAW OR REQUIRE REGISTRATION OR OTHER ACTIONS.<\/strong><\/p>\n<\/div>\n<div class=\"mfn-body\">\n<p><strong>Fragbite Group AB (publ) (\u201cFragbite Group\u201d or \u201cthe Company\u201d) is a fast-growing group that provides and develops games and operates an e-sports platform. The Company pursues a global expansive growth strategy, primarily based on acquisitions, primarily in mobile gaming and e-sports. The Company&#39;s board of directors has decided to distribute ownership of the Company&#39;s shares through the issue of a maximum of 3,750,000 new shares corresponding to approximately SEK 15.0 million (the &#34;Offering&#34;). The Offering has received great interest among professional investors in Sweden as well as the general public in Sweden, Denmark and Finland. The Offering generated a total demand exceeding SEK 118 million, which corresponds to approximately 788 percent of the Offering. As a result of the high demand, the Company&#39;s board of directors has decided on an extension option (the \u201cExtension Option\u201d) consisting of an additional 1,250,000 newly issued shares and that the possibility of over-allotment (the \u201cOver-allotment Option\u201d), consisting of an additional 750,000 newly issued shares, corresponding to SEK 3.0 million, will be used. As a result of the Offering (including the Extension Option and the Over-allotment Option), the Company will gain approximately 600 new shareholders. Trading on the Nasdaq First North Growth Market is expected to begin on Monday, July 12, 2021.<\/strong><\/p>\n<p><strong>The Offering in short:<\/strong><\/p>\n<ul class=\"wysiwyg-list\">\n<li>The price in the Offering was, as previously communicated, SEK 4.00 per share (the \u201cOffering Price\u201d), which corresponds to a market value of the Company&#39;s shares of a total of approximately SEK 329 million after the completion of the Offering (including the Extension Option and the Over-allotment Option).<\/li>\n<li>The Offering (including the Extension Option and the Over-allotment Option) consisted of a total of 5,750,000 shares.<\/li>\n<li>As a result of the Offering being fully subscribed, the Company&#39;s board of directors has decided that the Extension Option will be exercised in full and that the Over-allotment Option will be allotted in full. Fragbite Group may thus receive a maximum of SEK 23 million in gross proceeds, i.e. before deductions for transaction costs that are estimated to amount to approximately SEK 2.7 million. Excluding the Over-allotment Option, SEK 20.0 million is brought to the Company before deductions for transaction costs.<\/li>\n<li>The number of shares in the Company will increase by 5,000,000 shares from 76,610,303 shares to 81,610,303 shares, corresponding to approximately 6.1 percent of the total number of outstanding shares and votes in the Company after the completion of the Offering (including the Extension Option). Given that the Over-allotment Option is fully exercised, the number of shares will increase by an additional 750,000 shares, corresponding to 0.9 percent of the total number of outstanding shares and votes in the Company after the completion of the Offering (including the Extension Option and the Over-allotment Option).<\/li>\n<li>The new shareholders include Swedish and Nordic investors.<\/li>\n<li>The estimated settlement date is July 9, 2021. Trading in Fragbite Group&#39;s share on the Nasdaq First North Growth Market is expected to begin on Monday, July 12, 2021. The company&#39;s share will be traded under the short name \u201cFRAG\u201d with ISIN code SE0015949334.<\/li>\n<li>24 of the Company&#39;s shareholders, including board members and management, have, through an agreement with Skills Corporate Finance Nordic AB, committed to a so-called lock up for shares not sold within the Offering for a period of up to a maximum of 450 days from the first day of trading on the Nasdaq First North Growth Market. The commitments comprise a total of approximately 40.2 percent of the shares and votes in the Company after the Offering (including the Extension Option).<\/li>\n<\/ul>\n<p><strong>Stefan Tengvall, President and CEO of Fragbite Group<\/strong><br \/><em>\u201cIt is amazing to see the great interest in investing in the growth of our company and we are very grateful for the trust from both institutional investors and the general public. At the same time, I get mixed feelings because many who wanted to participate did not get any shares this time.\u201d<\/em><\/p>\n<p><strong>Niclas Bergkvist, styrelseordf\u00f6rande p\u00e5 Fragbite Group<\/strong><br \/><em>\u201dIt is fantastic to see the great interest to join us on the journey to build Fragbite Group. I want to welcome all new shareholders to FRAG!\u201d<\/em><\/p>\n<p><strong>Stabilization measures<\/strong><br \/>Fragbite Group will engage a stabilizing agent that may carry out transactions in connection with the Offering in order to maintain the market price of the shares at a level above what could otherwise prevail in the open market. Such stabilization measures may be conducted on the Nasdaq First North Growth Market, the OTC Market or otherwise, at any time during the period beginning on the first day of trading on Nasdaq First North Growth Market and ending no later than 30 calendar days thereafter. However, the stabilizing agent has no obligation to take any stabilization measures and there is no guarantee that stabilization measures will be taken. Under no circumstances will transactions be carried out at a higher price than that stated in the Offering.<\/p>\n<p>The stabilizing agent may use the Overallotment option to over-allot shares to enable stabilization measures. The stabilization measures, if implemented, may be suspended at any time without notice but must be suspended within the above-mentioned 30-day period. The stabilizing agent must publish by the end of the seventh trading day, after stabilization transactions have taken place, in accordance with Article 5 (4) of the Market Abuse Regulation (EU) 596\/2014 (MAR) and Commission Delegated Regulation (EU) 2016\/1052, that stabilization measures have been taken. Within one week after the end of the stabilization period, the stabilizing agent will publish whether or not stabilization measures were taken, the date on which the stabilization was initiated, the date on which the stabilization was last carried out and the price range within which stabilization was carried out for each date on which stabilization measures were implemented.<\/p>\n<p><strong>Advisor<\/strong><br \/>Skills Corporate Finance Nordic AB is the financial advisor to the Company in connection with the Offering. The law firm Lindahl in Malm\u00f6 AB is a legal advisor to Fragbite Group in connection with the Offering. Avanza Bank AB acts as an issuer regarding the Offering. Redeye AB has been appointed the Company&#39;s Certified Adviser on Nasdaq First North Growth Market. Nordnet Bank AB has been acting as a Selling Agent towards retail investors.<\/p>\n<\/div>\n<div class=\"mfn-footer mfn-contacts\">\n<p><strong class=\"mfn-heading-1\">For questions, please contact:<\/strong><\/p>\n<hr\/>\n<p>Stefan Tengvall, President and CEO<br \/><a href=\"mailto:st@fragbitegroup.com\" target=\"_blank\" rel=\"nofollow noopener\">st@fragbitegroup.com<\/a><br \/>Phone: +46 8 520 277 82<\/p>\n<p>Marcus\u00a0Teilman, Deputy CEO<br \/><a href=\"mailto:mt@fragbitegroup.com\" target=\"_blank\" rel=\"nofollow noopener\">mt@fragbitegroup.com<\/a><br \/>Telefon: +46 8 520 277 82<\/p>\n<p><strong>Certified Adviser:<\/strong><br \/>Redeye AB<br \/>Phone: +46 8 121 576 90<br \/>E-mail:\u00a0<a href=\"mailto:certifiedadviser@redeye.se\" target=\"_blank\" rel=\"nofollow noopener\">certifiedadviser@redeye.se<\/a><\/p>\n<\/div>\n<div class=\"mfn-footer mfn-about\">\n<p><strong class=\"mfn-heading-1\">About us<\/strong><\/p>\n<hr\/>\n<p>Fragbite Group is a digital gaming entertainment group with subsidiaries active in the mobile games and e-sports industry. The group consists of companies with people who all share the same passion for gaming. The Group is headquartered in Stockholm, Sweden and has physical representation in Alexandria, Egypt\u00a0and\u00a0in\u00a0Montpellier\u00a0and\u00a0Nancy,\u00a0France. The group has two internal game development studios and employs approx. 50 employees. The subsidiaries Funrock Development AB and P Studios AB develop, publish, distribute and market mobile games for the global gaming market. Fragbite AB is one of the Nordic region&#39;s leading E-sports media companies that organizes and broadcasts e-sports tournaments live. Playdigious SAS is a publisher that adapts games for mobile devices and develops indie games. For more information, please visit\u00a0<a href=\"http:\/\/www.fragbitegroup.com\" target=\"_blank\" rel=\"nofollow noopener\">www.fragbitegroup.com<\/a><\/p>\n<\/div>\n<div class=\"mfn-footer mfn-\">\n<p><strong class=\"mfn-heading-1\">Important information<\/strong><\/p>\n<hr\/>\n<p>The release, announcement or distribution of this press release may, in certain jurisdictions, be subject to restrictions. The recipients of this press release in jurisdictions where this press release has been published or distributed shall inform themselves of and follow such restrictions. The recipient of this press release is responsible for using this press release, and the information contained herein, in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in the Company in any jurisdiction, neither from Fragbite Group nor from someone else.<\/p>\n<p>This press release does not identify or suggest, or purport to identify or suggest, the risks (direct or indirect) that may be associated with an investment in new shares. Any investment decision in connection with the Offering must be made on the basis of all publicly available information relating to the Company and the Company\u2019s shares. Such information has not been independently verified by Skills Corporate Finance Nordic AB. The information in this press release is published only as background information and does not purport to be complete. An investor should thus not solely rely on the information in this announcement or its accuracy or completeness. Skills Corporate Finance Nordic AB is acting solely for the Company in connection with the Offering and no one else and will not be responsible to anyone other than the Company for providing the protections afforded to its clients nor for giving advice in relation to the Offering or any other matter referred to herein.<\/p>\n<p>This press release does not constitute a recommendation for any investors\u2019 decisions regarding the Offering. Each investor or potential investor should conduct a self-examination, analysis and evaluation of the business and information described in this press release and any publicly available information. The price and value of the securities can decrease as well as increase. Achieved results do not provide guidance for future results.\u00a0<br \/>This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States unless registered under the US Securities Act of 1933, as amended (the \u201cSecurities Act\u201d), or offered in a transaction exempt from, or not subject to, the registration requirements of the Securities Act and in compliance with applicable United States state law. The securities referred to herein have not been and will not be registered under the Securities Act or under the applicable securities laws of United States, Australia, Canada, New Zealand, Singapore, Hong Kong, Japan, South Africa or any other jurisdiction. The information in this press release may not be announced, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, within or into the United States, Australia, Canada, New Zealand, Singapore, Hong Kong, Japan, South Africa or in any other jurisdiction where such announcement, publication or distribution of the information would not comply with applicable laws and regulations or where such actions are subject to legal restrictions or would require additional registration or other measures than what is required under Swedish law. Actions taken in violation of this instruction may constitute a crime against applicable securities laws and regulations. There will be no public offer of the securities referred to herein in the United States.<\/p>\n<p>This press release is not a prospectus for the purposes of Regulation (EU) 2017\/1129 (the \u201cProspectus Regulation\u201d) and has not been approved by any regulatory authority in any jurisdiction. Fragbite Group has not authorized any offer to the public of shares or other securities in the United Kingdom or any member state of the EEA except Sweden, Denmark and Finland and no prospectus has been or will be prepared in connection with the Offering. In any EEA Member State, this communication is only addressed to and is only directed at \u201cqualified investors\u201d in that Member State within the meaning of the Prospectus Regulation.<\/p>\n<p>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, \u201cqualified investors\u201d (within the meaning of the United Kingdom version of the EU Prospectus Regulation (2017\/1129\/ EU) which is part of United Kingdom law by virtue of the European Union (Withdrawal) Act 2018) who are (i) persons having professional experience in matters relating to investments who fall within the definition of \u201cinvestment professionals\u201d in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the \u201cOrder\u201d); (ii) high net worth entities etc. falling within Article 49(2)(a) to (d) of the Order; or (iii) such other persons to whom such investment or investment activity may lawfully be made available under the Order (all such persons together being referred to as \u201crelevant persons\u201d). 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.<\/p>\n<p><strong>Forward-looking statements<\/strong><br \/>This press release contains forward-looking statements that reflect the Company\u2019s intentions, beliefs, or current expectations about and targets for the Company\u2019s 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 \u201cbelieve\u201d, \u201cexpect\u201d, \u201canticipate\u201d, \u201cintend\u201d, \u201cmay\u201d, \u201cplan\u201d, \u201cestimate\u201d, \u201cwill\u201d, \u201cshould\u201d, \u201ccould\u201d, \u201caim\u201d or \u201cmight\u201d, 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 nor does it accept any responsibility for the future accuracy of the opinions expressed in this press release or any obligation to update or revise the statements in this press release to reflect subsequent events. 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 not required by law or Nasdaq First North Growth Market &#8211; Rulebook.<\/p>\n<p><strong>Information to distributors<\/strong><br \/>Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014\/65\/EU on markets in financial instruments, as amended (\u201cMiFID II\u201d); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017\/593 supplementing MiFID II; and (c) local implementing measures (together, the \u201cMiFID II Product Governance Requirements\u201d), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any \u201cmanufacturer\u201d (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the shares in Fragbite Group have been subject to a product approval process, which has determined that such shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the \u201cTarget Market Assessment\u201d). Solely for the purposes of each manufacturer&#39;s product approval process in the United Kingdom, the target market assessment in respect of the shares in the Company has led to the conclusion that: (i) the target market for such shares is only eligible counterparties, as defined in the FCA Handbook Conduct of Business Sourcebook, and professional clients, as defined in Regulation (EU) No 600\/2014 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (&#34;UK MiFIR&#34;); and (ii) all channels for distribution of such shares to eligible counterparties and professional clients are appropriate (the &#34;UK Target Market Assessment&#34; and, together with the EU Target Market Assessment, the &#34;Target Market Assessment&#34;). Notwithstanding the Target Market Assessment, distributors should note that: the price of the shares in Fragbite Group may decline and investors could lose all or part of their investment; the shares in Fragbite Group offer no guaranteed income and no capital protection; and an investment in the shares in Fragbite Group is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Offering. Furthermore, it is noted that, notwithstanding the Target Market Assessment, Managers will only procure investors who meet the criteria of professional clients and eligible counterparties.<\/p>\n<p>For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II or UK MiFIR; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the shares in Fragbite Group.<\/p>\n<p>Each distributor is responsible for undertaking its own target market assessment in respect of the shares in Fragbite Group and determining appropriate distribution channels.<\/p>\n<\/div>\n<div class=\"mfn-footer mfn-attachment mfn-attachment-general\">\n<p><strong class=\"mfn-heading-1\">Attachments<\/strong><\/p>\n<hr\/>\n<p><a class=\"mfn-generated mfn-primary\" href=\"https:\/\/storage.mfn.se\/16a316a9-a5d0-49b1-ba28-1013aa7c5c21\/the-offering-in-fragbite-group-prior-to-listing-on-nasdaq-first-north-growth-market-was-heavily-oversubscribed-788-percent-of-the-offering.pdf\" target=\"_blank\" rel=\"nofollow noopener\">The offering in Fragbite Group prior to listing on Nasdaq First North Growth Market was heavily oversubscribed, 788 percent of the Offering<\/a><\/p>\n<\/div>\n<script>\n                Array.prototype.slice.call(document.querySelectorAll(\".mfn-footer.mfn-attachment\")).forEach(function (el) { el.remove() });\n            <\/script>\n        <div class=\"mfn-attachments-container\"><div class=\"mfn-attachment\"><a class=\"mfn-attachment-link\" href=\"https:\/\/storage.mfn.se\/16a316a9-a5d0-49b1-ba28-1013aa7c5c21\/the-offering-in-fragbite-group-prior-to-listing-on-nasdaq-first-north-growth-market-was-heavily-oversubscribed-788-percent-of-the-offering.pdf\"><span class=\"mfn-attachment-icon\"><img decoding=\"async\" src=\"https:\/\/storage.mfn.se\/16a316a9-a5d0-49b1-ba28-1013aa7c5c21\/the-offering-in-fragbite-group-prior-to-listing-on-nasdaq-first-north-growth-market-was-heavily-oversubscribed-788-percent-of-the-offering.pdf?type=jpg\"><\/span>The offering in Fragbite Group prior to listing on Nasdaq First North Growth Market was heavily oversubscribed, 788 percent of the Offering<\/a><\/div><\/div>","protected":false},"excerpt":{"rendered":"<p>CANNOT BE PUBLISHED, RELEASED, DISTRIBUTED, DIRECTLY OR INDIRECTLY, WITHIN OR TO THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, SINGAPORE, HONG KONG, JAPAN OR SOUTH AFRICA OR IN ANY OTHER JURISDICTION WHERE PUBLICATION OR DISTRIBUTION OF INFORMATION MAY NOT BE COMPATIBLE BY LAW OR REQUIRE REGISTRATION OR OTHER ACTIONS. Fragbite Group AB (publ) (\u201cFragbite Group\u201d or [&hellip;]<\/p>\n","protected":false},"template":"","class_list":["post-609","mfn_news","type-mfn_news","status-publish","hentry","mfn-news-tag-mfn-ca","mfn-news-tag-mfn-lang-en","mfn-news-tag-mfn-type-ir","mfn-news-tag-mfn-ca-shares-issuance","mfn-news-tag-mfn-regulatory-listing","mfn-news-tag-mfn","mfn-news-tag-mfn-regulatory","mfn-news-tag-mfn-ca-shares"],"acf":[],"yoast_head":"<!-- This site is optimized with the Yoast SEO plugin v27.4 - https:\/\/yoast.com\/product\/yoast-seo-wordpress\/ -->\n<title>The offering in Fragbite Group prior to listing on Nasdaq First North Growth Market was heavily oversubscribed, 788 percent of the Offering - Fragbite Group<\/title>\n<meta name=\"robots\" content=\"index, follow, max-snippet:-1, max-image-preview:large, max-video-preview:-1\" \/>\n<link rel=\"canonical\" href=\"https:\/\/fragbitegroup.com\/en\/press\/the-offering-in-fragbite-group-prior-to-listing-on-nasdaq-first-north-growth-market-was-heavily-oversubscribed-788-percent-of-the-offering\/\" \/>\n<meta property=\"og:locale\" content=\"en_US\" \/>\n<meta property=\"og:type\" content=\"article\" \/>\n<meta property=\"og:title\" content=\"The offering in Fragbite Group prior to listing on Nasdaq First North Growth Market was heavily oversubscribed, 788 percent of the Offering - Fragbite Group\" \/>\n<meta property=\"og:description\" content=\"CANNOT BE PUBLISHED, RELEASED, DISTRIBUTED, DIRECTLY OR INDIRECTLY, WITHIN OR TO THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, SINGAPORE, HONG KONG, JAPAN OR SOUTH AFRICA OR IN ANY OTHER JURISDICTION WHERE PUBLICATION OR DISTRIBUTION OF INFORMATION MAY NOT BE COMPATIBLE BY LAW OR REQUIRE REGISTRATION OR OTHER ACTIONS. 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