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BoMill Board of Directors proposes a secured new share issue of maximum SEK 16.8 million to take the next step in further scaling up the commercialization of BoMill InSight

12 March 2024, 08:30 CET

THIS PRESS RELEASE IS NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, WITHIN OR INTO AUSTRALIA, BELARUS, CANADA, HONG KONG, JAPAN, NEW ZEALAND, RUSSIA, SINGAPORE, SOUTH AFRICA, SOUTH KOREA, SWITZERLAND, OR THE UNITED STATES OF AMERICA, OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR OTHER ACTIONS. PLEASE REFER TO THE SECTION “IMPORTANT INFORMATION” BELOW.

The board of directors of BoMill AB (”BoMill” or the ”Company”) proposes a share issue with preferential rights for the shareholders to be resolved at the annual general meeting on 12 April 2024 (the “Rights Issue”). The Rights Issue provides the Company with a maximum amount of approximately SEK 16.8 million before transaction costs. Every holding of ten (10) existing shares entitles the right to subscribe for three (3) new shares at a subscription price of SEK 0.60 per share. The subscription period is proposed to be 25 April – 14 May 2024 with trading in the subscription rights during 25 April – 8 May 2024. The maximum dilution of shares and votes is approximately 23%.

The subscription of the Rights Issue is secured corresponding to 100 percent of the maximum amount of the Rights Issue by undertakings the Company has received according to below. The undertakings have been made without any compensation.

Convening notice for the annual general meeting that resolves on the Rights Issue will be published in a separate press release on 12 March 2024.

Background and reason

The net proceeds from the Rights Issue will be used to take the next step of scaling up the commercialization of BoMill’s new generation of grain sorting equipment, BoMill InSight™, and support the continuous operations of the company.

Following the field-testing phase, BoMill InSight™ was launched in early 2023, and up until today, the Company has received six orders of a total amount of approximately SEK 14.6 million from five customers, and five BoMill InSights are installed at the customers’ sites. The intention is to exploit further the European market as well as the markets in North and South America. In collaboration with local partners, BoMill’s commercial activities in these markets will intensify during 2024.

“With the proposed share issue, we can continue our commercialization of BoMill InSight™. The capitalization will strengthen the company's financial position in the short run and boost our sales and marketing activities, supporting our efforts in the North and South American markets. I am very pleased with the confidence investors show by committing to our rights issue and that they have acknowledged our sustainable and unique offer for grain sorting", says Andreas Jeppsson CEO, BoMill AB.

Preliminary time schedule for the proposed Rights Issue

  • 17 April 2024: Last day of trading in BoMill shares, including subscription rights.
  • 18 April 2024: First day of trading in BoMill shares, excluding subscription rights.
  • 19 April 2024: Record date for the right to subscription rights.
  • 25 April – 8 May 2024: Trading in subscription rights. 
  • 25 April - 14 May 2024: Subscription period.
  • 25 April 2024 - week 23/24, 2024: Trading with shares as BTA (paid-up subscribed shares), will continue until the Rights Issue is registered with the Swedish Companies Registration Office, which is expected to be week 23/24, 2024.
  • 17 May 2024: Announcement regarding the outcome of the subscription of the Rights Issue.

Summary of the Rights Issue’s conditions

  • Subscription price SEK 0.60 per new share. No commission is paid.
  • Ten (10) existing shares in BoMill at the record date 19 April 2024 entitle the preferential right to subscribe to three (3) shares by that each existing share entitles to one (1) subscription right, and ten (10) subscription rights provide the preferential right to subscribe three (3) shares.
  • BoMill will receive a maximum amount of approximately SEK 16.8 million by the Rights Issue before transaction costs, which preliminary is estimated to be approximately SEK 1.0 million.
  • Subscription rights that are not exercised during the subscription period become invalid and lose their value. Subscription rights that are not intended to be used shall be sold at the latest on 8 May 2024 to not expire without value.
  • The Rights Issue may increase BoMill’s share capital with a maximum of SEK 307 091.862 to SEK 1 330 731.402. The number of shares will increase with a maximum number of 27 917 442 shares from 93 058 140 shares to a total maximum of 120 975 582 shares. The maximum dilution of shares and votes is approximately 23%.
  • Also, those that are not shareholders are entitled to subscribe shares in the Rights Issue. The shares that are subscribed without the support of subscription rights shall be allotted in accordance with the following:
  1. Firstly, to those who have subscribed shares with the support of subscription rights, regardless of whether they were shareholders on the record day or not, and in the event of oversubscription, in relation to the number of exercised subscription rights in this category, and if this cannot be realized, by draw;
  2. Secondly, to those who have subscribed shares without the support of subscription rights and not included in item a) above, regardless of whether they were shareholders on the record day or not, in relation to the number of subscribed shares in this category, and if this cannot be realized, by draw; and
  3. Thirdly, to those who have entered into a commitment regarding subscription and payment of the shares that have not been allotted to and/or paid by other subscribers, pro rata in relation to the maximum amount committed to subscribe or other agreed allocation among them that have entered into such commitment.

The subscription of the proposed Rights Issue is secured corresponding to 100 percent of the maximum amount of the Rights Issue by undertakings from:

  1. some of the current shareholders that have committed to exercise in full their preferential rights to subscribe shares in the Rights Issue in respect of their current holdings for an amount of approximately SEK 10.2 million, corresponding to approximately 61% of the maximum amount of the proposed Rights Issue; and
  2. an external investor has committed to subscribe to such shares that are not subscribed by others for a maximum amount of approximately SEK 6.6 million, corresponding to approximately 39% of the maximum amount of the proposed Rights Issue.

The undertakings from the current shareholders and the external investor have been made without any compensation. However, the commitments to subscribe are not secured by a bank guarantee, blocked funds, pledging or similar arrangements. Full information about the parties that have entered into the undertakings to subscribe will be provided in the Company’s EU growth prospectus.

Prospectus

An EU growth prospectus will be prepared and published no later than the subscription period begins. A press release will be sent when the prospectus is published on BoMill’s website (www.bomill.com) and Nordic Issuing’s website (www.nordic-issuing.se).

The date of the annual general meeting and the reporting date of Q1 2024 report are brought forward

The board of directors has decided to bring forward the date of the annual general meeting, and the publication of the quarterly report for January - March 2024, from 16 May 2024 to 12 April 2024 for the resolution of the Rights Issue to be taken by the annual general meeting and provide information on the outcome of Q1 2024 to the shareholders concerning their decision to subscribe shares in the Rights Issue.

Issuer agent

Nordic Issuing acts as the issuer agent in connection with the Rights Issue.


This press release contains inside information that BoMill AB (publ) is required to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication on March 12, 2024, at 08:30 CET.

For additional information, visit www.bomill.com or contact:

Andreas Jeppsson, CEO - Phone: +46 727 001 182 - E-mail: andreas.jeppsson@bomill.com  

Cajsa Kapoor, CFO - Phone: +46 73 530 28 00 - E-mail: cajsa.kapoor@bomill.com

BoMill has developed and markets a patented technology for sorting grain on a commercial scale, based on the internal qualities of each kernel. The method is the only one of its kind on the market today and is estimated to have the potential to become a Golden Standard within the industry.

The company is listed on Nasdaq Stockholm First North Growth Market under the ticker: BOMILL.

Certified Adviser: Svensk Kapitalmarknadsgranskning AB - www.skmg.se

For more information about BoMill, please visit www.bomill.com.

Important information

The information contained in this announcement relating to the Rights Issue is for background purposes only and does not purport to be full or complete.

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 Australia, Belarus, Canada, Hong Kong, Japan, New Zealand, Russia, Singapore, South Africa, South Korea, Switzerland or the USA, or any other jurisdiction where such announcement, publication or distribution of the information would not comply with applicable law or where such action is 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.

The publication, distribution or release of this press release may, in certain jurisdictions, thus 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.

The information in this press release does not contain or constitute an offer (or a solicitation of any offer) to acquire, subscribe or otherwise trade in shares or other securities in the Company in any jurisdiction, neither from or with the Company or someone else.

No action has been taken and no measures will be taken to permit a public offering in any jurisdictions other than Sweden.

This press release is not a prospectus in the meaning of Regulation (EG) 2017/1129 (the “Prospectus Regulation”) and has not been approved by any regulatory authority in any jurisdiction, The press release neither identifies or claims to identify risks (direct or indirect) that could be associated with an investment in shares or other securities in the Company. Neither does this press release constitute a recommendation concerning any investor’s decision regarding the Rights Issue. Each investor or potential investor should conduct its own investigation, analysis and evaluation of the business and information described in this press release and any 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. The information contained in this announcement relating to the Rights Issue is for background purposes only and does not purport to be full or complete.

A prospectus (the “Prospectus”) will be prepared pursuant to the Prospectus Regulation in connection with the Rights Issue and be reviewed and approved by the Swedish Financial Supervisory Authority (Sw. Finansinspektionen) which is the national competent authority in Sweden under the Prospectus Regulation. Any invitation to the persons concerned to subscribe for shares in the Company will only be made through the Prospectus. The upcoming approval of the Prospectus by the Swedish Financial Supervisory Authority shall not be regarded as an endorsement of the shares or any other securities that are the subject of the Prospectus. The Prospectus will be published on the Company’s website www.bomill.com. In order for investors to fully understand the potential risks and benefits associated with a decision to participate in the Rights Issue, any investment decision should only be made based on the information in the Prospectus. Thus, investors are encouraged to review the Prospectus in its entirety.

This press release constitutes an ADVERTISEMENT in accordance with article 2 k of the Prospectus Regulation.

Within the European Economic Area (“EEA”), no public offering of shares or other securities (“Securities”) is made in other countries than Sweden. In other member states of the EU, such an offering of Securities may only be made in accordance with the Prospectus Regulation. Member states of the EEA that have implemented the Prospectus Regulation in its national legislation, any offer of Securities may only be made in accordance with an applicable exemption in the Prospectus Regulation and/or in accordance with an applicable exemption under a relevant national implementation measure. In other member states of the EEA that have not implemented the Prospectus Regulation in its national legislation, any offer of Securities may only be made in accordance with an applicable exemption under national law.

This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the USA. The securities referred to herein may not be offered or sold in the USA absent registration or an exemption from registration under the US Securities Act of 1933, as amended (the "Securities Act") and other applicable laws in the USA, and may not be offered or sold within the USA absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable laws in USA. There is no intention to register any securities referred to herein in the USA or to make a public offering of the securities in the USA.

This press release may, in the United Kingdom, be distributed and directed only to “qualified investors” as defined as (i) professional investors as set out in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”); or (ii) fall within Article 49(2)(a) to (d) (“entities with high net worth” etc.) of the Order, or (iii) such other persons to whom such investment or investment activity may lawfully be made available under the Order; (all such persons together being referred to as “Relevant Persons”). An investment or investment activity to which this communication relates in the United Kingdom is available only to Relevant Persons and will only be carried out with Relevant Persons. Persons that are not Relevant Persons should not take any action based on this press release and should not act or rely on it.

Forward-looking statements

This press release may contain certain forward-looking statements that reflect the Company’s intentions, assessments, or current expectations about and targets for the Company’s future results of operations, financial condition, liquidity, performance, prospects, anticipated growth, strategies and opportunities and the markets in which the Company operates. Words such as “aim”, “anticipate”, “assess”, “believe”, “calculates”, “could”, “estimate”, “expect”, “intend”, “may”, “might”, “plan”, “should”, or “will” and, in each case, negatives thereof, and other expressions indicating or predicting future developments or trends, and which are not based on historical facts, are intended to identify forward-looking statements.

Forward-looking statements inherently involve both known and unknown risks and uncertainties as they depend on future events and circumstances. Forward-looking statements do not guarantee future results or development and the actual outcome could differ materially from the forward-looking statements. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, the Company gives no assurances that they will materialize or prove to be correct. The Company does not guarantee that the assumptions underlying the forward-looking statements in this press release are correct nor does the Company accept any responsibility of any kind for the future accuracy of any opinions expressed in this press release. The readers of the press release should not place undue reliance on the forward-looking statements in this press release.

The information, opinions and forward-looking statements that are expressly or implicitly contained herein refer only as of its date and are subject to change without notice. Neither the Company nor anyone else undertake to review, update, confirm or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this press release, unless required by law or Nasdaq First North Growth Market’s Rulebook for Issuers of Shares.

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