Verve, a growing player in the advertising technology sector, recently announced its intention to initiate a directed share issue. This strategic move is aimed at raising approximately SEK 300 million through the issuance of new ordinary A shares, and it’s geared towards a select group of institutional investors. The decision follows an authorization granted at the company’s Annual General Meeting on June 11, 2025.
With shares listed on both the Frankfurt Stock Exchange and Nasdaq First North Premier Growth Market in Stockholm, Verve is positioning itself for significant growth. As part of its capital strategies, the company aims to use the net proceeds from this share issue to strengthen its balance sheet and finance various growth initiatives. This includes scaling sales capacity, implementing new product solutions, advancing AI technologies, and expanding into emerging advertising channels such as retail media.
The Mechanics of the Directed Share Issue
The subscription price for these shares will be established through an accelerated book-building process, which will commence immediately following the announcement and conclude prior to trading on June 18, 2025. This procedure may close earlier or later than expected, depending on market conditions. Notably, the company’s largest shareholder, Bodhivas GmbH, has expressed interest in subscribing for up to SEK 15 million in shares, signifying strong internal backing for this capital-raising effort.
The Board of Directors opted for a directed share issue rather than a rights issue primarily due to time efficiency. A rights issue, where existing shareholders would be given preferential rights to subscribe, could expose the company to market volatility and potentially adverse price effects. By attracting qualified institutional investors, Verve believes it can create a more stable shareholder base and improve overall market liquidity.
Why Choose a Directed Share Issue?
The choice to move forward with a directed share issue over a traditional rights issue was influenced by multiple factors.
Speed: In a rapidly changing market, the ability to quickly raise capital is crucial. The directed share issue allows for a quicker transaction.
Market Conditions: Given the fluctuating nature of the market, a rights issue could bring about complications that might negatively impact the share price.
Investor Base: By moving away from a rights issue, Verve can establish relationships with institutional investors who often have minimum purchase requirements, thus helping to stabilize shares and broaden the market base.
- Cost Efficiency: The Board assessed that a directed share issue would result in lower costs compared to a rights issue, which typically requires significant upfront guarantees.
Regulatory Considerations and Stability Efforts
The announcement also came with certain regulatory disclaimers. Verve has emphasized that the information must not be distributed in specific jurisdictions, including the United States and others where such actions wouldn’t comply with local laws or involve additional registrations.
Furthermore, to ensure stability post-issue, the company’s executive management, along with board members, has agreed to a 90-day lock-up period during which no additional shares will be offered. This is aimed at preventing any immediate market disruption.
The Future of Verve
Verve’s ambitions reflect broader trends in the advertising technology industry. With a compounding annual growth rate of 33% over the last four years, the company has achieved impressive financial milestones, including net revenues of €437 million in 2024 and an adjusted EBITDA margin of 30%. The directed share issue is seen as a vital step in maintaining this momentum and paving the way for further growth, especially in areas like mobile-in-app advertising and connected TV.
Conclusion
As Verve takes proactive steps to bolster its financial health and expand its market influence, the directed share issue stands as a testament to its strategic foresight. This move is not just about raising funds; it signifies the company’s commitment to innovation and adaptation in an ever-evolving landscape of advertising technology. By anchoring new institutional investors into its shareholder base, Verve is poised for sustained growth and stability, essential for navigating the complexities of modern media and advertising markets.
In conclusion, this recent announcement about the directed share issue by Verve underscores its potential trajectory in the advertising technology industry. By prioritizing liquidity and a robust governance structure, Verve indicates that it is ready to embrace both opportunities and challenges in the coming years. As the industry moves toward a future emphasizing privacy and technological advancements, Verve’s adaptive strategies may serve as a model for other companies in the sector.
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