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2022-10-05 16:35

Scandinavian Biogas explores the conditions to carry out a directed share issue of approximately SEK 320 million


Stockholm, 5 October 2022

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, HONG KONG, JAPAN, SINGAPORE, SOUTH AFRICA, SOUTH KOREA, RUSSIA, BELARUS OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION OF THIS PRESS RELEASE WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES PURSUANT TO APPLICABLE LAW. PLEASE REFER TO IMPORTANT INFORMATION AT THE END OF THE PRESS RELEASE.

Scandinavian Biogas Fuels International AB (publ) (“Scandinavian Biogas” or the “Company”) (listed on Nasdaq First North Premier Growth Market, under the ticker BIOGAS) intends to explore the conditions to carry out a directed share issue of approximately SEK 320 million (the “Directed Share Issue”). The Directed Share Issue is conditional upon Scandinavian Biogas’ board of directors resolving to issue new shares and that the board resolution is approved by a subsequent Extraordinary General Meeting. The Directed Share Issue is intended to be directed to Swedish and international institutional investors. Scandinavian Biogas has appointed ABG Sundal Collier AB (“ABG Sundal Collier”) as Sole Global Coordinator and Sole Bookrunner to explore the conditions to carry out the Directed Share Issue through an accelerated bookbuilding procedure. TrønderEnergi Vekst Holding AS[[1]] (“TrønderEnergi”), Bengtssons Tidnings AB and other existing shareholders, including CEO Matti Vikkula, have expressed their intention to subscribe for SEK 300 million, SEK 17 million and SEK 4 million, respectively, at a subscription price of SEK 25 per share.

The board of directors of Scandinavian Biogas intends to resolve on the Directed Share Issue conditional upon the approval of a subsequent Extraordinary General Meeting. If the board of directors decides on the Directed Share Issue, the Company will publish a separate notice to an Extraordinary General Meeting, which is expected to be held on 27 October 2022. Existing shareholders, who together hold approximately 31 percent of the shares in Scandinavian Biogas have undertaken to vote in favour of the Directed Share Issue on the Extraordinary General Meeting. The subscription price and total number of shares to be issued in the Directed Share Issue will be determined through an accelerated bookbuilding procedure which will commence immediately after the publication of this press release. Pricing and allocation in the accelerated bookbuilding procedure is expected to take place before the commencement of trading on Nasdaq First North Premier Growth Market on 6 October 2022. The completion, pricing and allocation in the bookbuilding procedure are at the discretion of the Company and may be shortened or extended and may at any time be cancelled by the board of directors. The Company will announce the outcome in a subsequent press release after the accelerated bookbuilding procedure has been completed.

The Company’s largest shareholders, TrønderEnergi, Bengtssons Tidnings AB and other existing shareholders, including CEO Matti Vikkula, have expressed their intention to subscribe for SEK 300 million, SEK 17 million and SEK 4 million, respectively, at a share price of SEK 25 per share.

The net proceeds from the Directed Share Issue are intended to be used to finance the Company’s investment plans as well as support further growth initiatives, while the Company maintains an appropriate capital structure, financial flexibility and risk level. The reason for deviating from the shareholders' pre-emptive rights is to secure financing for the Company’s continued growth in the most time and cost-effective manner, to strengthen the shareholder base and that conditions are not deemed to exist for carrying out a rights issue on favourable terms. It is the board of directors’ overall assessment that the reasons above clearly and with sufficient strength outweigh the reasons that justify the main principle that the share issues shall be carried out with application of the shareholder’s pre-emptive rights, and that a share issue with deviation from the shareholders’ pre-emptive rights therefor lies in the interest of the Company and all shareholders. Since the subscription price in the Directed Share Issue will be determined through an accelerated bookbuilding procedure, it is the board of directors’ assessment that the subscription price will reflect current market conditions and demand.

Certain previously unpublished operational information
The demand for green energy remains very high and the market prices for biogas are at a significantly higher level compared to last year. Scandinavian Biogas expects the price levels in new delivery agreements to the Scandinavian market to be approximately SEK 1,400-1,800 per MWh including production support. A significant increase compared to the average price during the first half of 2022, which was approximately SEK 900 per MWh.

The price level for the volumes delivered to the northern European market is significantly higher. This was also reflected in the recently signed agreement with the German distributor Alternoil where the average price is estimated at SEK 2,700 per MWh, which includes Bio-LNG and compensation for GHG certificates.

All price estimates above are based on the market prices prevailing in June 2022.

In accordance with Scandinavian Biogas' financial targets for 2024, the Company expects that 70 percent of the Swedish operation's production volume and 40 percent of the Norwegian operation’s production volume will be sold with a geographic mix that gives a higher average market price than current sales.

The orderbook amounted to 2.3 TWh as of the end of June 2022. About 70 percent of the contracts have a duration of at least 4 years, which is in good balance with the intake corresponding to an energy value of 2.1 TWh, where over 75 percent of the contracts runs for at least 4 years.

Advisors
ABG Sundal Collier acts as Sole Global Coordinator and Sole Bookrunner in connection with the Directed Share Issue. Cirio Advokatbyrå acts as legal advisor to Scandinavian Biogas in connection with the Directed Share Issue.


[1] As a part of the Aneo Renewables Holding AS (“Aneo”) establishment, the shareholding in Scandinavian Biogas will be transferred from TrønderEnergi to Aneo. TrønderEnergi will be a co-owner of Aneo.

This disclosure contains information that Scandinavian Biogas Fuels International AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation (EU nr 596/2014). The information was submitted for publication, through the agency of the contact person, on 05-10-2022 17:35 CET.

For further information, please contact:
Matti Vikkula CEO and President
Mobile +46 (0) 70 597 99 38
E mail matti.vikkula(at)scandinavianbiogas.com

Scandinavian Biogas is a leading Nordic producer of biogas for vehicle fuel and fertilizer. Biogas is CO2-neutral and made from sewage and household, agriculture as well as industrial organic waste. Today Scandinavian Biogas has facilities in Sweden, Norway and Korea. In 2021, the company delivered 366 GWh of energy. Scandinavian Biogas has 100 employees and total net sales of SEK 394 million in 2021. The head office is located in Stockholm and the company is listed on Nasdaq First North Premier Growth Market. Certified advisor is Erik Penser Bank AB, telephone: +46 (0) 8-463 80 00, certifiedadviser(at)penser.se. www.scandinavianbiogas.com

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