Strengthening Digital Group Plc's equity, conversion of convertible bonds partly into capital loans
22 March 2024 - 6:00PM
UK Regulatory
Strengthening Digital Group Plc's equity, conversion of convertible
bonds partly into capital loans
Strengthening Digital Group Plc's equity due to
write-downs, conversion of convertible bonds 2021/3 and 2021/4
partly into capital loans
Digitalist Group Oyj
Inside
Information 22
March 2024 at 9:00
In the course of preparing the financial statements for the
fiscal year 2023, Digital Group Plc ("Digital
Group" or the "Company") has identified
the need for write-downs amounting to EUR 3.1 million related to
the value of subsidiaries in the balance sheet. Due to the
write-downs, the Company's equity will be less than half of the
Company's share capital in the 2023 financial statements.
In order to strengthen the Company's equity, Digital Group has
decided on 22 March 2024 to utilize the right provided by Turret Oy
Ab ("Turret") and Holdix Oy Ab
("Holdix") to convert a total of
1,907,175.40+interest 334,513.29 euros of the principal and
interest of the convertible bonds 2021/3 and 2021/4 subscribed by
Turret and Holdix into a capital loan in accordance with Chapter 12
of the Limited Liability Companies Act, as presented below.
Conversion of convertible bond 2021/3
A total of 1,301,065.04 euros of the principal and interest of
the convertible bond subscribed by Turret on 20 April 2021 will be
converted into a capital loan. After the conversion, the essential
main points of the terms of the convertible bond 2021/3 and the
special rights attached thereto are as follows:
- The principal amount
of the convertible bond is EUR 13,010,650.50 of which the principal
amount of 11,059,052.84 euros plus the interest is a capital
loan;
- A fixed annual
interest of 6 per cent is paid on the principal of the convertible
bond;
- The maximum total
number of new Digitalist Group shares issued on the basis of the
conversion right attached to the convertible bond is
433,688,340;
- The rate of
conversion of the share (which means the subscription price per
share as referred to in the Limited Liability Companies Act) is the
trade volume weighted average price of the company’s share in the
Nasdaq Helsinki Stock Exchange during the period of six (6) months
preceding the making of the Request to Convert defined in section
13 of the terms of the convertible bond, yet so that each bond can
be converted into a maximum total of 21,684,417 new Digitalist
Group Plc shares. The rate of conversion of a share will be revised
in accordance with sections 15 and 16 of the terms of the
convertible bond.
- The loan period is
20 April 2021 – 30 June 2024, and the loan with interest will be
repaid in one instalment on 30 June 2024.
Conversion of convertible bond 2021/4
A total of 606,110.36 euros of the principal and interest of the
convertible bond subscribed by Holdix on 20 April 2021 will be
converted into a capital loan. After the conversion, the essential
main points of the terms of the convertible bond 2021/4 and the
special rights attached thereto are as follows:
- The principal amount
of the convertible bond is EUR 6,061,103.57 of which the principal
amount of 5,151,938.06 euros plus the interest is a capital
loan;
- A fixed annual
interest of 6 per cent is paid on the principal of the convertible
bond;
- The maximum total
number of new Digitalist Group shares issued on the basis of the
conversion right attached to the convertible bond is
202,036,780;
- The rate of
conversion of the share (which means the subscription price per
share as referred to in the Limited Liability Companies Act) is the
trade volume weighted average price of the company’s share in the
Nasdaq Helsinki Stock Exchange during the period of six (6) months
preceding the making of the Request to Convert defined in section
13 of the terms of the convertible bond, yet so that each bond can
be converted into a maximum total of 20,203,678 new Digitalist
Group Plc shares. The rate of conversion of a share will be revised
in accordance with sections 15 and 16 of the terms of the
convertible bond.
- The loan period is
20 April 2021 – 30 June 2024, and the loan with interest will be
repaid in one instalment on 30 June 2024.
Turret is the largest shareholder of Digitalist Group, and
Holdix is the Company's second-largest shareholder.
DIGITALIST GROUP PLC
Board of Directors
Further information:
Digitalist Group Plc
CEO Magnus Leijonborg, tel. +46 76 315 8422,
magnus.leijonborg@digitalistgroup.com
Chairman of the Board Esa Matikainen, tel. +358 40 506 0080,
esa.matikainen@digitalistgroup.com
Distribution:
NASDAQ Helsinki
Key media
https://digitalist.global
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