Invibes Advertising announces a successfully capital increase
through private placement of €5m.
Press release
Invibes Advertising
announces a successfully capital increase through private placement
of €5m
- Private
placement carried out at €9.50 with Generis Capital
Partners, NextStage AM and other
private investors (the “Investors”) for €5m;
- Limitation,
if not potential outright cancellation, of dilution via a buyback
option mechanism granted to
Invibes Advertising by the Investors at a
price ranging from €12.47 to €15.0, determined
according to the holding period;
- A potential
bonus on the last price, up to a maximum of
54.5%.
London, 20 April 2021
– Invibes Advertising, an
advanced technology company specialising in digital in-feed
advertising, has today announced the success of a capital
increase carried out through private placement, without pre-emptive
rights, in the amount of €5m, reserved for the qualified investors
(the “Investors”) referred to in Article L.411-2 1° of the French
Monetary and Financial Code.
As a result of the Transaction, 526,324 new
ordinary shares (the “New Shares”) were issued, i.e. 15.3% of the
Company’s post-Transaction share capital, at a price per share of
€9.50 (including additional paid-in capital), representing a
discount of 6,02% on the average volume-weighted price of the
Invibes Advertising share on the Euronext Growth Paris market over
the last 5 trading sessions before the price was set.
Nicolas POLLET, CEO and Co-Founder
of Invibes Advertising
stated: “I would like to thank the Investors
for placing their trust in us by taking part in this capital
increase. These funds will be used to accelerate our development
plan in the digital advertising market, which has remained buoyant
since the start of the year. Our business model has proved highly
resilient during the trying COVID-19 crisis. We are now focused on
ramping up our geographic expansion, reassured in the choices we
have made with the support of clients regularly releasing
pan-European campaigns. We are also forging ahead with our
investments in our technological platform, particularly on data to
further improve RoI for our clients and expand our independence
from GAFAM.”
Use of funds raised
Invibes Advertising plans to use the funds
raised from the capital increase as additional financial resources
to ramp up its development in three strategic areas:
- €1.5m to
fund its organic international expansion in a bid to
extend its geographic coverage to Nordic countries, Northeastern
Europe, Russia, etc. By expanding its geographic footprint, Invibes
Advertising will be able to strengthen its pan-European
organisation to meet the expectations of brands and major
international advertisers, seeking a company capable of offering
them digital advertising solutions managed all across Europe.
- €1.5 m to
fund R&D (Artificial Intelligence, Big Data) and develop the
new Invibes ID Network,
based on the same principle as Unified ID Solutions, an open-source
project launched by The TradeDesk in 20201. The aim of the network
is to offer an alternative to third-party cookies, set to be
discontinued by end-2022, to allow advertisers to continue
releasing targeted ads, rely on e-mails that website visitors agree
to send, and analyse the browsing habits of users on multiple
sites. With this new project, Invibes Advertising will be able to
compete with GAFAM in terms of technological command, capacity for
federating a dense international network, and firepower when it
comes to identifying and targeting internet users.
- €2.0m
earmarked for external growth opportunities. Invibes
Advertising plans to focus in particular on targets holding key
technological building blocks in the fields of Artificial
Intelligence and Big Data, in order to generate potential synergies
with these areas of expertise and expand its databases to further
improve the effectiveness and interactivity of its campaigns.
Features of the private
placement
The capital increase was carried out, without
pre-emptive rights, for the qualified investors (under an offering
within the meaning of Article L.411-2 1° of the French Monetary and
Financial Code) of New Shares (the “Offering”), in accordance with
the decisions taken by the Company’s Board of Directors.
A total of 526,324 New Shares, with a nominal
value of €9.50, representing 15.3% of the Company’s post-Offering
share capital, was issued to existing shareholders and new
Investors:
- Funds managed by
Generis Capital Partners, with 47,369 new ordinary shares issued
for a subscription amounting to €0.45m;
- Funds managed by
NextStage AM, with 315,787 new ordinary shares issued for a
subscription amounting to €3.00m;
- Other private
investors, receiving 163,168 new ordinary shares, amounting to
€1.55m.
The issue price of the New Shares was set at
€9.50 per share, representing a discount of 6.02% on the average
volume-weighted price of the Invibes Advertising share on the
Euronext Growth Paris market over the last five trading sessions
before the price was set.
The settlement-delivery of the New Shares and
their admittance to trading on the Euronext Growth Paris market are
scheduled for early May 2021. The New Shares will be subject to all
provisions set out in the by-laws and will be considered equivalent
to existing shares upon completion of the capital increase. They
will be eligible for dividends and will be admitted to trading on
the Euronext Growth Paris market on the same quote line as the
Company’s already listed shares under the same ISIN code,
BE0974299316 – ALINV.
Limited dilution mechanism/New Share
buyback option granted to Invibes
Advertising
This €5m capital increase is potentially
non-dilutive for the shareholders of Invibes Advertising because
the Company has the option, in accordance with the conditions set
out below, to repurchase all of the New Shares issued to the
Investors. If exercised in full, the option would allow the Company
to purchase the 526,234 New Shares for the purpose of subsequently
cancelling them and eliminating the initial dilution.
Consequently, Invibes Advertising has undertaken
not to exercise its buyback option for a period of 24 months after
the settlement-delivery date of the private placement (i.e. until
20 April 2023 inclusive), subject to certain exceptions.
All Investors having taken part in the private
placement have undertaken to hold their shares for a period ending
24 months after the settlement-delivery date of the private
placement (i.e. until 20 April 2023 inclusive), subject to
certain exceptions.
As from the 25th month and until the 32nd month
following the settlement-delivery date of the private placement,
Invibes Advertising will have the option, at its discretion, of
repurchasing up to 100% of the New Shares issued for the private
placement, at a price determined on the basis of an IRR of 14%,
from the Investors, who shall accept. As from the 33rd month and
until the 44th month following the settlement-delivery date, this
buyback option will be limited to 55% of the Shares, under the same
buyback conditions.
From the 1st month following the
settlement-delivery date of the private placement, Invibes
Advertising will be entitled to transfer this buyback option to any
person or entity of its choosing.
Distribution of share
capital
The Company’s post-Transaction share capital is
comprised of 3,435,406 shares. For information purposes, the equity
interest belonging to a shareholder owing 1% of the Company’s share
capital prior to the Offering is reduced to 0.85%. Subsequent to
the capital increase, the founders own 26.8% of the Company’s share
capital.
Invibes Advertising was advised for the purposes
of this capital increase by Atout Capital.
In accordance with the provisions of Article
211-3 of the AMF General Regulation, the Company’s Offering of New
Shares through this private placement did not give rise to a
prospectus subject to AMF approval. Detailed information about
Invibes Advertising particularly as regards its business, results
and related risk factors, is provided in the annual financial
report for the fiscal year ended 31 December 2020. This document is
available together with other regulated information and all of the
Company’s press releases, on its website
(https://www.invibes.com/fr).
Next release: Q1 2021 revenue on 28 April 2021,
after market.
About Invibes
Advertising
Invibes Advertising is an advanced technology company that
specializes in digital advertising. Its innovative solutions are
supported by an in-feed format that’s integrated into media
content.
Invibes is inspired by social network advertising and develops
its own technology to help brands better communicate with
consumers. Its technology is optimized for distributing in a closed
network of media sites, including: Bertelsmann, Hearst, Unify,
Groupe Marie Claire, Axel Springer, and many others. Clients
include major brands such as Mercedes, Samsung, Levis, and IBM.
Founded in 2011, Invibes Advertising is a listed company on the
Euronext Paris stock exchange (Ticker: ALINV – ISIN: BE0974299316).
Visit www.invibes.com for more information.
For our latest press releases, go
to:https://www.invibes.com/uk/uk/investors.html
Keep up with all the latest news on
Invibes
Advertising:LinkedIn @Invibes
Advertising Twitter @Invibes_adv
Financial & Corporate Contacts:
Invibes Advertising Kris
Vlaemynck, CFO kris.vlaemynck@invibes.com
Listing SponsorAtout CapitalRodolphe
OSSOLArodolphe.ossola@atoutcapital.com+33 (0) 1 56 69 61 80
Group Investor RelationsActifinAlexandre
Commerot acommerot@actifin.fr +33 (0) 1 56 88 11 11
Financial Media RelationsActifinJennifer
Julliajjullia@actifin.fr+33 (0) 1 56 88 11 19
1
https://www.thetradedesk.com/us/about-us/industry-initiatives/unified-id-solution-2-0
- 2021 04 20 - PR - Invibes Advertising - EN
Invibes advertising (EU:ALINV)
Historical Stock Chart
From Aug 2024 to Sep 2024
Invibes advertising (EU:ALINV)
Historical Stock Chart
From Sep 2023 to Sep 2024