Konsolidator to issue new shares in private placement - inside information

Company announcement no. 22-2024 – inside information
Søborg, December 19, 2024

Konsolidator to issue new shares in private placement

Today, The Board of Directors of Konsolidator A/S (“Konsolidator”) has exercised its authorization to issue new shares in a private placement of new shares with expected gross proceeds of up to DKK 2.6m. As announced on the extraordinary general meeting on November 28, 2024, the company is working on securing additional capital to cover the company’s loss of capital.

Today, the Board of Directors of Konsolidator has exercised its authorization to resolve on an increase of the share capital in a directed issue without pre-emption rights for Konsolidator’s existing shareholders according to 3.1.8 of the articles of association.

Consequently, the board of directors has resolved to issue up to a total of 692,962 new shares at a subscription price of DKK 3.752 per share corresponding to the volume weighted average of Konsolidator’s share price over the 5 trading days preceding the decision of the Board of Directors. Gross proceeds from the private placement corresponds to approximately DKK 2.6m.

Use of net proceeds

In company announcement no 21, 2024 on December 18, 2024, Konsolidator announced a focused strategy for 2025-2027 called Resilient growth. The strategy focuses on ARR improvement and stabilizing and improving the EBITDA margin.

Further, under the resilient growth strategy more attention will be placed on sales through partners and sales to other vendors in need of reliable data.

The resolution on the private placement of new shares

The Board of Directors' resolution regarding the private placement includes the issuance of up to a total of 692,962 new shares with a nominal value of DKK. 0.04, corresponding to a total nominal amount of DKK 27,718.48.

The new shares issued as a result of the private placement will be registered at the Danish Business Authority upon receipt of final subscriptions and cash payments for the new shares. Following registration, the share capital will increase by the number of new shares subscribed, where each share will have a nominal value of DKK 0.04. Today, the company has a registered share capital of nominal DKK 909,388.00 and with full subscription the share capital will increase to nominal DKK 937,106.48.

The new shares represent approximately 3.05% of Konsolidator’s share capital before the capital increase and 3% of Konsolidator’s share capital after the capital increase.

The new shares will be negotiable instruments, and no restrictions will apply to their transferability. The new shares will not carry any special rights. The rights conferred by the new shares, including voting and dividend rights, will apply from the date when the capital increase is registered with the Danish Business Authority. The new shares are to be registered in the name of the holder in Konsolidator's register of shareholders.

Admission to trading and expected timetable

Konsolidator expects to have received final subscriptions and subscriptions amounts no later than on December 30, 2024. following which the capital increase will be registered with the Danish Business Authority. Out of the total number of new shares 559,700 will be issued under the ISIN code of Konsolidator’s existing shares (DK0061113511), and 133,262 will be issued in a temporary ISIN code (temporary ISIN code subject to confirmation). The temporary ISIN code will not be admitted to trading on Nasdaq First North Growth Market, and will be merged with the ISIN code of Konsolidator’s existing shares as soon as possible after the capital increase has been registered with the Danish Business Authority. The new shares are expected to be admitted to trading on Nasdaq First North Growth Market Denmark no later than on January 6, 2024.

The offering of new shares and the admission to trading is exempt from the obligation to publish a prospectus.

Contacts

• CEO: Claus Finderup Grove, mobile +45 2095 2988, cfg@konsolidator.com
• CFO: Jack Skov, mobile, +45 2282 8845, js@konsolidator.com

Certified Adviser

• Grant Thornton, Jesper Skaarup Vestergaard, phone +45 3527 5011, www.grantthornton.dk
  
  

About Konsolidator
Konsolidator A/S is a financial consolidation software company whose primary objective is to make Group CFOs around the world better through automated financial consolidation and reporting in the cloud. Created by CFOs and auditors and powered by innovative technology, Konsolidator removes the complexity of financial consolidation and enables the CFO to save time and gain actionable insights based on key performance data to become a vital part of strategic decision-making. Konsolidator was listed at Nasdaq First North Growth Market Denmark in 2019. Ticker Code: KONSOL

Attachment

• Company announcement no 22-2024