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Exel Composites Plc’s rights offering on 24 May–7 June 2024

Exel Composites Plc’s rights offering on 24 May–7 June 2024

In its pre-emptive subscription rights offering (“the offering”), Exel Composites Plc received gross proceeds of approximately EUR 21.8 million. The objective of the offering is to

  • strengthen Exel Composites’ capital structure and expedite the implementation of the company’s transformative strategy launched in October 2023
  • seek to ensure sufficient working capital as well as to accelerate necessary growth investments and the optimization of the company’s factory network to gain efficiencies and to finance working capital needs for the expected business growth
  • seek to strengthen the company’s capital structure as well as to improve its cash flow and profitability through debt repayments.

Exel Composites’ strengths – why invest

Exel Composites operates on growing markets supported by megatrends: We operate on growing[1] markets supported by global megatrends. We have identified further growth opportunities for composite products, including several applications within the wind power, building and transportation industries, as well as in selected specialty applications.

Strong positioning within a global market: The market for composites made with pultrusion and other continuous manufacturing technologies is a fragmented market with a number of small, local players. In the understanding of the company’s management, Exel Composites is the only company within its industry with manufacturing, R&D and sales presence in all the main market areas: Asia, North America and Europe.

Technology expertise creates competitive advantage: Exel Composites has expertise in continuous manufacturing and from a wide variety of pultruded composite solutions and raw materials. The company’s competitive advantage is based on core expertise in chemistry, materials science, pultrusion knowledge as well as cost-efficient manufacturing processes. Exel Composites is, in its own view, a leading company in the field of pultrusion.

Focused business units aiming to increase growth and profitability: In addition to its growth potential, Exel Composites has identified several actions to improve its profitability. We consider larger factories with clear roles, as well as efficiency improvement potential, one of the key actions when aiming to reach higher profitability levels.

Sustainability at the core of the business: Exel Composites provides sustainable composite solutions that enable its customers to save resources and mitigate climate change. Composites’ properties provide for longer life cycles and improved performance, thus lowering the negative impacts of the end-product on the environment.

[1] Source: JEC, Overview of the global composites market 2022–2027

President and CEO Paul Sohlberg:

“In October 2023, we announced our new transformative strategy, which aims to capture profitable growth. The focus of the new strategy is to grow organically in large and fast-growing energy transition and decarbonization applications as well as to improve our profitability by increasing efficiency in our operations.”

Offering in brief

The subscription period of the offering was from 24 May to 7 June 2024. Unused subscription rights lapsed worthless upon the end of the subscription period.

  • In the offering, Exel Composites offered its shareholders up to 94,831,552 new shares for subscription primarily on the basis of shareholders’ pre-emptive subscription right in the same proportion as they already held shares in the company.
  • Each existing share held by the shareholder on the record date 21 May 2024 entitled the holder to subscribe with one subscription right for eight (8) offer shares at the subscription price.
  • The subscription price was EUR 0.23 per offer share.
  • The subscription period was from 24 May to 7 June 2024.
  • The subscription rights were tradeable between 24 May 2024 at 10:00 a.m. EEST and 3 June 2024 at 6:30 p.m. EEST.
  • Aktia Fund Management Company Ltd, on behalf of funds managed by it, and Veritas Pension Insurance Company Ltd., which as at the date of the Prospectus together owned approximately 8.18% of all shares in the company, had subject to certain customary conditions on 24 April 2024 irrevocably undertaken to subscribe for offer shares in full on the basis of the subscription rights allocated to them.

Important dates

  • The offer shares have been registered with the Trade Register maintained by the Finnish Patent and Registration Office on 14 June 2024.
  • Trading in the offer shares is expected to commence on Nasdaq Helsinki Ltd on or about 17 June 2024.
  • The offer shares confer the same rights as Exel Composites’ other shares, after being registered with the Trade Register and in the Exel Composites’ shareholder register maintained by Euroclear Finland Ltd on or about 17 June 2024.

Please explore the Prospectus (in Finnish) approved by the Finnish Financial Supervisory Authority, of which an unofficial English language translation (Offering Circular) is available on this website.

Materials

Documents referenced in the Prospectus (in Finnish)

Documents referenced in the Offering Circular

Offering-related stock exchange releases

Rights Offering

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