Netel's rights issue was oversubscribed and the board resolves on an overallotment issue
Summary by AI BETAClose X
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, WITHIN OR INTO AUSTRALIA, BELARUS, CANADA, HONG KONG, JAPAN, NEW ZEALAND, RUSSIA, SINGAPORE, SOUTH AFRICA, SOUTH KOREA, SWITZERLAND, THE UNITED KINGDOM, THE UNITED STATES OF AMERICA OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL OR WOULD REQUIRE ADDITIONAL REGISTRATION OR OTHER MEASURES. SEE SECTION “IMPORTANT INFORMATION” AT THE END OF THIS PRESS RELEASE.
The subscription period in Netel Holding AB's (publ) ("Netel" or the "Company") secured rights issue (the "Rights Issue") ended on 10 September 2026. The Rights Issue has attracted strong interest from investors and is oversubscribed. The final outcome shows that the Rights Issue, with and without the support of subscription rights, has been subscribed to approximately 117 percent. In light of the strong demand, the total issue amount is increased through the previously communicated overallotment issue (the "Overallotment Issue"). The Rights Issue and the Overallotment Issue will provide the Company with proceeds of approximately SEK 149 million, before transaction costs. The new issues are carried out ahead of the previously communicated merger with Infrea AB (the "Merger").
Outcome of the new issues
On 17 July 2026, Netel announced that the Company’s Board of Directors resolved on the Rights Issue, which was approved at the extraordinary general meeting held on 21 August 2026. The Rights Issue comprised up to 36,383,904 shares, of which 20,156,154 shares, corresponding to approximately 55 percent of the Rights Issue, have been subscribed for with the support of subscription rights. In addition, applications to subscribe for 22,409,889 shares without the support of subscription rights have been received, corresponding to approximately 62 percent of the Rights Issue. In total, the Rights Issue, with and without subscription rights, has been subscribed to approximately 117 percent and is therefore oversubscribed. In light of the strong demand, the Board of Directors of Netel has resolved to increase the total issue amount by approximately SEK 22 million through the Overallotment Issue, which was resolved at the extraordinary general meeting on 21 August 2026. The subscription price in the Rights Issue was SEK 3.50 per new share.
The Rights Issue will provide the Company with proceeds of approximately SEK 127 million before deduction of costs related to the Rights Issue. Through the Overallotment Issue, the Company will receive an additional approximately SEK 22 million before transaction costs. Accordingly, the Company will receive total proceeds of approximately SEK 149 million before transaction costs, which are estimated to amount to approximately SEK 9 million.
Ahead of the Rights Issue, the Company had received subscription undertakings from existing shareholders to subscribe for their respective pro rata shares or more in the Rights Issue. Subscription undertakings were received from, among others, Etemad Group AB, LOE Equity AS, Theodor Jeansson Jr through company, S-Bolagen AB, Stefan Lindblad through company, board member Jari Burmeister through company, Claes Mellgren and Gerald Engström through company. In addition, new investors had entered into subscription undertakings, including the larger shareholders in Infrea Byggmästare Anders J Ahlström Holding AB through company, Pontus Lindwall through company, as well as the CEO of Infrea, Martin Reinholdsson.
Etemad Group AB will take an active and long-term ownership role going forward in the combined company formed by the Merger, as its founder Alireza Etemad will be proposed as the chairman of the combined company.
Statement from Alireza Etemad, chairman of the board of Netel
"It is very gratifying to see the strong interest in Netel's Rights Issue. The broad support from both existing and new investors is a clear endorsement of the confidence in Netel and the potential of the new group that is now being formed. With a strengthened capital base, we are well positioned to continue developing the business, realise synergies and capitalise on the significant opportunities we see ahead of us."
Notification of allotment
Subscribers who have applied for shares without the support of subscription rights will be allotted shares in accordance with the principles set out in the information document published by the Company on 21 August 2026. As confirmation of allotment to persons who have subscribed for shares without subscription rights, a settlement note will be sent out and is expected to be distributed today, 14 September 2026. Subscribed and allotted shares must be paid for in cash in accordance with the instructions on the settlement note. Investors who have subscribed through a nominee will receive their notification of allotment in accordance with their respective nominee’s procedures. Only those who have been allotted shares will be notified.
Allotment in the Overallotment Issue will take place in accordance with the principles set out in the information document published by the Company on 21 August 2026. Notification of allotment of shares within the Overallotment Issue will be provided in the same way as described above.
Trading in BTA and conversion of BTA into shares
Trading in paid subscribed shares (BTA) is ongoing up to and including 17 September 2026. After the Rights Issue has been registered with the Swedish Companies Registration Office, the BTA will be converted into shares.
Number of shares and share capital
Through the Rights Issue, the number of shares in Netel will increase by 36,383,904, from 48,511,873 to 84,895,777, and the share capital will increase by approximately SEK 559,752.37, from approximately SEK 746,336.51 to approximately SEK 1,306,088.88. Shareholders who did not participate in the Rights Issue will have their ownership diluted by approximately 43 percent.
Through the Overallotment Issue, the number of shares will increase by an additional 6,182,139, to 91,077,916, and the share capital will increase by an additional approximately SEK 95,109.83, to approximately SEK 1,401,198.71, which together with the Rights Issue corresponds to a dilution of approximately 47 percent.
Advisers
Netel has engaged Polar Advisory AB as financial adviser in connection with the new issues and the Merger. Linklaters is acting as legal adviser to Netel in connection with the new issues and the Merger.
Important Information
The release, distribution or publication 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 Netel in any jurisdiction, neither from Netel nor from someone else.
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 absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States. 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, Belarus, Hong Kong, Japan, Canada, New Zealand, Russia, Switzerland, Singapore, South Africa, South Korea, 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.
In the United Kingdom, this press release, including any other information regarding the securities described herein, is only distributed to and directed only at, and any investment or investment activity to which this document relates is only available to and will be engaged in only with, ”qualified investors” who are (i) persons who have professional experience in matters relating to investments and who fall within the definition of “investment professional” as defined in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"), or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order (all such persons are jointly referred to as ”relevant persons”). 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 based on this press release and should not act or rely on it.
This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 (the "Prospectus Regulation") and has not been approved by any regulatory authority in any jurisdiction. Netel has not authorised any offer to the public of shares or other securities in any member state of the EEA and no prospectus has been or will be prepared in connection with the Rights Issue. In any member state of the EEA, this communication is only addressed to and is only directed at qualified investors in that member state within the meaning of the Prospectus Regulation. The Company has prepared and published an information document in accordance with Article 1.4 db of the Prospectus Regulation.
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 Rights Issue must be made based on all publicly available information relating to Netel and Netel's shares. Such information has not been independently verified by Netel. The information in this press release is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this press release or its accuracy or completeness.
This press release does not constitute a recommendation for any investors’ decision regarding the Rights Issue. Each investor or prospective investor should conduct their own assessment, analysis and evaluation of the business and information described in this press release and 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. Neither the contents of Netel's website nor any other website available through hyperlinks on Netel's website are incorporated into or form part of this press release.
Forward-looking statements
This press release contains certain forward-looking statements that reflect Netel's current beliefs or expectations about future events and financial and operational performance, including statements about guidance, planning, prospects and strategies. Words like ”intend”, ”estimate”, ”expect”, “plan”, ”can” and similar expressions about indications or predictions about future development or trends which are not based on historical facts constitutes forward-looking information. The forward-looking statements in this press release are based on various assumptions, in several instances based on additional assumptions. Even if Netel believes that the assumptions reflected in these forward-looking statements are reasonable, Netel cannot give any warranties that any such forward-looking statement will be materialised. Since these forward-looking statements involve both known and unknown risks and uncertainties, the actual outcome can be essentially different compared to the forward-looking information. The Company does not provide any warranty that the assumptions which constitute the basis for the forward-looking statements in this press release are correct and each reader of the press release should not without reason trust the forward-looking statements in this press release. Forward-looking statements in this press release are only valid at the time of this press release and may be amended without notice. Neither Netel nor anyone else undertakes any obligation to review, update or confirm or publicly announce any amendment of any forward-looking statement to reflect events that have occurred or circumstances occurring regarding the contents of this press release, unless required by law or the Nasdaq Stockholm rulebook.
Information to distributors
Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together, the "MiFID II Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any ”manufacturer” (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the shares in Netel 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 "Target Market Assessment"). Notwithstanding the Target Market Assessment, distributors should note that: the price of the shares in Netel may decline and investors could lose all or part of their investment; the shares in Netel offer no guaranteed income and no capital protection; and an investment in the shares in Netel 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 Rights Issue.
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 (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 Netel. Each distributor is responsible for undertaking its own target market assessment in respect of the shares in Netel and determining appropriate distribution channels.
Latest directors dealings
- 2 hours ago Tertiary Minerals
- 2 hours ago Hargreaves Services
- 15 hours ago ASOS
- 16 hours ago MJ Gleeson
- 16 hours ago Rolls-Royce Holdings