GoldBlue decides on a rights issue of approximately SEK 16.9 million and publishes new financial information
GoldBlue AB (publ) Press release 8 May 2019 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, HONG KONG, JAPAN, SWITZERLAND, SINGAPORE, SOUTH AFRICA, OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION OF THIS PRESS RELEASE WOULD BE UNLAWFUL, BE SUBJECT TO LEGAL RESTRICTIONS OR WOULD REQUIRE REGISTRATION OR OTHER MEASURES. GoldBlue decides on a rights issue of approximately SEK 16.9 million and publishes new financial information The Board of Directors of GoldBlue AB (publ) ("GoldBlue" or the "Company") has resolved, subject tothe approval of the Extraordinary General Meeting, to carry out a new share issue with preferential rights for existing shareholders of no more than 105,380,555 shares, which upon a fully subscribed issue will raise total proceeds of approximately SEK 16.9 million before issue costs (the "Rights issue"). An Extraordinary General Meeting will be held on 7 June, 2019 and a notice will be published through a separate press release on 8 May, 2019. For each existing share, one (1) subscription right will be received in the Rights issue. The holding of three (3) subscription rights entitle the holder to subscribe for five (5) new shares. The Rights issue is secured to 85 per cent. Due to the Rights issue, the Company also publishes preliminary interim figures for the first quarter of 2019. The purpose of the Rights issue is to ensure marketing for all markets in order to rebuild the customer base, to ensure funds for further technology development of the platform for integration of e.g. additional payment solutions and games, but also to develop the B2B-segment and to receive working capital and to ensure repayment of bridge loan. Summary of the terms - Rights issue of shares of approximately SEK 16.9 million before issue costs. - For each existing share, one (1) subscription right is received in the Rights issue. The holding of three (3) subscription rights entitles the holder to subscribe for five (5) new shares at a subscription price of SEK 0.16 per share. - The Rights issue requires the approval of the Extraordinary General Meeting on 7 June, 2019, where notice to the Extraordinary General Meeting is published through a separate press release. - The Rights issue is secured to 85 per cent through subscription commitments of 23 per cent from current shareholders and external investors and underwriting commitments of 62 per cent. - The record date for participation in the Rights issue is 13 June, 2019. - The subscription period in the Rights issue is between 17 June to 1 July, 2019. - The Company has in connection with the Rights issue taken a bridge loan of SEK 3.0 million. Background and motive In 2018, the Company, like other players active on the Chinese-speaking online gambling market, was hit by sanctions from Chinese authorities against some of the most popular mobile payment services. In addition, the Company's integration of sports betting into the gaming sites was delayed, which meant that the integration was not in place for the world soccer championship. These events led to the Company losing a large proportion of active customers in the core markets, which affected revenues significantly. During year 2018, the Company's revenue fell to approximately SEK 29.6 million from almost SEK 70.3 million in 2017. The Company's immediate action was to seek out and integrate several new payment solutions, but several of these also proved to be unstable. Only at the end of 2018 and after even more integrations, the Company's payment solutions have shown a much greater stability. In addition, during the autumn of 2018, the Company launched sports betting to its gaming selection. It has been difficult to get customers back on the core markets, but in 2019 an improvement is noted. The development on GoldBlue’s recently launched markets, for Indonesian-, Vietnamese- and Thai-speaking customers, have had a good start and the gaming sites have shown growth. However, the lack of sufficient liquidity for marketing has limited the possible growth. The Company's focus on B2B-operations has yielded results and in March 2019 the Company signed its first B2B-agreement with Hatien Vegas Entertainment Resort. The agreement involves licensing of GoldBlue's platform technology and reselling GoldBlue's integrated game content and other systems. Recently, GoldBlue has also launched an affiliate program to acquire new customers. Through long-term cost reductions combined with increased investments in new markets, GoldBlue's goal is to achieve profitability in the end of 2019 and in the future achieve a more balanced revenue stream from multiple markets. Achieving this goal, however, requires increased marketing efforts and continued technology development, which is why the Company's Board of Directors has decided on the Rights issue conditional of the approval of the Extraordinary General Meeting. Rights issue GoldBlue's Board of Directors has decided, subject the approval of the Extraordinary General Meeting on 7 June, 2019, to issue a share issue with preferential right for existing shareholders of a maximum of 105,380,555 shares. If the Rights issue is fully subscribed, the Company will receive approximately SEK 16.9 million before issue costs. Anyone registered as a shareholder in GoldBlue on the record date for the Rights issue on 13 June, 2019 shall, for every three (3) existing shares held, have preferential rights to subscribe for five (5) new shares at the subscription price of SEK 0.16 per share. The subscription period is expected to be between 17 June to 1 July, 2019. The Rights issue is secured to 85 per cent through 23 per cent subscription commitments from current shareholders and external investors and to 62 per cent through underwriting commitments. Preliminary time schedule for the Rights issue Extraordinary General Meeting 7 June, 2019 Prospectus is made public Week 24, 2019 Last trading day including the 11 June, 2019 right to receive subscription rights First trading day excluding the 12 June, 2019 right to receive subscription rights Record date for the Rights issue 13 June, 2019 Trading in subscription rights 17 June – 27 June, 2019 Trading in paid subscribed shares From 17 June, 2019 (BTA) Subscription period 17 June – 1 July, 2019 Estimated date for publication of 4 July, 2019 the outcome in the Rights issue Settlement date 9 July, 2019 New financial information As a result of the Rights issue, the Company publishes new financial information for the first quarter of 2019 for the GoldBlue-group. This information has not previously been disclosed and the tables below reflect this information.* Income statement (SEK thousand) 1 January – 31 March 2019 Net sales 4,327 Cost of sales -2,691 Gross profit 1,636 Administrative expenses -6,134 Profit for the period -4,497 Balance sheet (SEK thousand) 31 March 2019 Total assets 16,062 Total current assets 10,599 Total assets 26,662 Share capital 5,917 Other contributed capital 91,172 Other equity -76,863 Profit for the year -4,497 Total equity 15,729 Total liabilities 10,933 Total equity and liabilities 26,662 Cash flow statement (SEK thousand) 1 January – 31 March 2019 Cash flow from operating activities -6,760 Cash flow from investment activities -3,609 Cash flow from financing activities 9,944 Cash at end of period 5,495 Other key ratios Number of registrations 32,288 Active depositors 1,383 Deposits, SEK thousand 12,446 Turnover, SEK thousand 149,960 Bonus, SEK thousand 2,007 *) Please note that the financial information for the first quarter of 2019 may change, as the full-year figures for 2018 may change as a result of the audit that is now being carried out. The EUR/SEK-rate used is 10.398 (European Central Bank on March 29, 2019). The interim report for the first quarter will be published on 16 May, 2019. Adviser Augment Partners AB acts as financial adviser in connection with the Rights issue. For further information, please contact: Jihua Liu, IR Email: [email protected] Phone: +46 (0)8 559 25 266 Information This information is such information that the Company is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the contact person set out above, at 08:48 CET on 8 May, 2019. This press release is a translation of “GoldBlue beslutar om en företrädesemission om cirka 16,9 MSEK och offentliggör ny finansiell information” that GoldBlue AB (publ) submitted for publication at 08:48 CET on 8 May 2019. In case of differences, the Swedish press release shall prevail. GoldBlue in short GoldBlue AB (publ) is a Swedish listed iGaming company, focusing on emerging markets. GoldBlue offers players in emerging markets the latest in iGaming, powered by the latest technology, with modern user interface (UI) and mobile friendly. GoldBlue is listed on NGM Nordic MTF, which gives shareholders the unique opportunity to invest in iGaming in emerging markets through a Swedish listed company. The Company’s Mentor is G&W Fondkommission AB, 08-503 000 50. Important information The offer is not directed to residents of the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa, Switzerland, or any other jurisdiction where participation would require a prospectus, registration, or action other than those governed by Swedish law. Consequently, this press release may not be published, released or distributed, either directly or indirectly, in or to the United States, Australia, Canada, Hong Kong, Japan, Singapore, South Africa, Switzerland, or in any other jurisdiction where such action is wholly or partly subject to legal restrictions. The information contained in this press release may not be forwarded, reproduced or displayed in a manner contrary to such restrictions. Failure to comply with this instruction may violate the US Securities Act of 1933 or applicable laws of other jurisdictions.