Company Announcement No. 13-2023
The board of directors in MapsPeople A/S ("MapsPeople") has today decided an increase of the share capital of MapsPeople by DKK 62,804.04 nominal value, divided into shares of DKK 0.02 each, to be used as consideration for the acquisition of all of Point Inside, Inc's customer contracts and indoor mapping assets.
The capital increase has been adopted by the MapsPeople's board of directors pursuant to the authorization in section 3.1.2 of MapsPeople's articles of association. The capital increase corresponds to 5.42 per cent of the share capital in MapsPeople. After the capital increase, the share capital of MapsPeople amounts to DKK 1,222,076.96 nominal value divided into 61,103,848 shares of nominally DKK 0.02 each. Each share carries one vote.
The capital increase was completed without pre-emption rights for MapsPeople's existing shareholders. The new shares shall be subscribed by Point Inside, Inc at a price of DKK 6 per share against a contribution in kind of all of Point Inside, Inc's customer contracts and indoor mapping assets.
The new shares are under lock-up 12 to 18 months from closing, but have the same rights as the existing shares in MapsPeople.
The increase of the share capital is expected to be registered with the Danish Business Authority shortly. The new shares are expected to be listed on Nasdaq First North Growth Market Denmark accordingly.
MapsPeople's amended articles of association are attached and published on the company’s website and can be accessed via the following link: https://investors.mapspeople.com/governance/governance-documents/default.aspx
The Board of Directors
Morten Brøgger, CEO
Mobile (+45) 31 23 48 72
Stigsborgvej 60, 9400 Nørresundby
2100 Copenhagen Ø
This announcement is not an offer to sell or a solicitation of any offer to buy any securities issued by MapsPeople in any jurisdiction where such offer or sale would be unlawful and the announcement and the information contained herein are not for distribution or release, directly or indirectly, in or into such jurisdictions, including but not limited to, the United States, Australia, Canada or Japan.
This announcement does not constitute an offering circular, company description or other offer document and nothing herein contains an offering of securities. No one should purchase or subscribe for any securities in MapsPeople except as described in this company announcement.
Neither the existing shares of MapsPeople (the "Existing Shares") nor the New Shares have been, or will be, registered under the United States Securities Act of 1933, as amended ("Securities Act"). Neither the Existing Shares nor the New Shares may be offered or sold, directly or indirectly, in or into the United States or to persons residing there. Moreover, the Private Placement is not made to persons resident in Australia, Hong Kong, Japan, Canada, New Zealand, South Africa, Switzerland, or Singapore or to persons whose participation would require the publication of a prospectus, registration or other measures.
Certain statements in this announcement constitute forward-looking statements. Forward-looking statements are statements (other than statements of historical fact) relating to future events and the Company's anticipated or planned financial and operational performance. The words "targets", "believes", "expects", "aims", "intends", "plans", "seeks", "will", "may", "might", "anticipates", "would", "could", "should", "continues", "estimates" or similar expressions or the negative forms thereof, identify certain of these forward-looking statements. Other forward-looking statements can be identified in the context in which the statements are made. MapsPeople has based these forward-looking statements on its current views with respect to future events and financial performance. By their nature, forward-looking statements are based on certain assumptions and projections on future events and financial performance, which involve a number of risks and uncertainties that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial consequences of the plans and events described herein. Actual results are likely to differ from those set forth in the forward-looking statements. Any forward-looking statements speak only as at the date of this document and neither the Company nor any of its respective affiliates, directors, officers, employees, advisors, or any other person is under any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. You should not and may not rely on these forward-looking statements.