INSIDE INFORMATION: Duell Corporation is considering a rights issue to strengthen its balance sheet and to ensure further execution of its strategy -October 09, 2023 at 01:41 am EDT

9.10.202308:40:00 EEST | Duell Oyj |
Company Announcement

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SINGAPORE OR SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

Duell Corporation’s (“Duell” or the “Company”) operating environment has recently changed significantly due to an increased inflation, decreased customer demand and lower market activity in general. Following the aforementioned, the Company’s profitability has decreased and subsequently its net debt to adjusted EBITDA ratio has increased. To strengthen its balance sheet and to enable further execution of its strategy, aiming to expand its footprint in Europe, to improve its position in the online business and to develop its brand portfolio, the Company is considering a rights offering (the “Offering”) and reviewing its financing alternatives.

According to preliminary plans, the size of the potential Offering would be up to approximately EUR 20 million. The completion and timing of the Offering is dependent on the market situation, and its completion is conditional on, among others, a share issue authorization from the general meeting of the shareholders, publication of a prospectus approved by the Finnish Financial Supervisory Authority and sufficient support from the shareholders to complete the Offering. The Company has not made any decisions regarding the completion of the Offering, and there is no certainty about the completion, timing for the completion or the terms and conditions of the Offering, including the size of the Offering. The Board of Directors of the Company will later separately resolve on the potential completion of the Offering, its detailed terms and conditions and the timing. Duell will publish a separate announcement when possible resolutions regarding the Offering have been made.

The Company has appointed Carnegie Investment Bank AB, Finland Branch, to act as the global coordinator of the potential Offering.

Further information:

Pellervo Hämäläinen, Communications and IR Manager
Duell Corporation
+358 40 674 5257
[email protected]

Certified Advisor

Oaklins Merasco Oy

+358 9 612 9670

Duell Corporation (Duell) is an import and wholesale company based in Mustasaari, Finland, established in 1983. Duell imports, manufactures, and sells products through an extensive distribution network in Europe covering 8,500 dealers. The range of products includes 150,000 items under 550 brands. The assortment covers spare parts and accessories for motorcycling, bicycling, ATVs/UTVs, mopeds and scooters, snowmobiling and boating. Logistics centres are in Finland, Sweden, Netherlands, France, and the UK. Duell’s net sales in 2023 was EUR 119 million and it employs over 200 people. Duell’s shares were listed in November 2021 and are traded on the First North Marketplace. www.duell.eu

Important Information

This release is not an offer for sale of securities in the United States. Securities may not be sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended. The Company does not intend to register any part of the potential share issue in the United States or to conduct a public offering of securities in the United States.

The distribution of this release may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such relevant legal restrictions. The information contained herein is not for publication or distribution, directly or indirectly, in or into the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore or South Africa. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such aforementioned jurisdiction. This release is not directed to, and is not intended for distribution to or use by, any person or entity that is a citizen, resident or located in any locality, state, country or other jurisdiction where such distribution, publication, availability or use would violate law or regulation or which would require any registration or licensing within such jurisdiction.

This release is only being distributed to and is only directed at: (i) persons who are outside the United Kingdom; (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order“); or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”). Any person who is not a relevant person should not act or rely on this release or any of its contents.

This release does not constitute a prospectus as defined in the Prospectus Regulation (EU) 2017/1129 and, as such, it does not constitute or form part of, and should not be construed as, an offer to sell, or a solicitation or invitation of any offer to buy, acquire or subscribe for, any securities or an inducement to enter into investment activity in relation to any securities.

No part of this release, nor the fact of its distribution, should form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. The information contained in this release has not been independently verified. No representation, warranty or undertaking, expressed or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or the opinions contained herein. The Company, the global coordinator or any of their respective affiliates, advisors or representatives or any other person, shall have no liability whatsoever (in negligence or otherwise) for any loss, however arising from any use of this release or its contents or otherwise arising in connection with this release. Each person must rely on their own examination and analysis of the Company, its subsidiaries, its securities and the transactions, including the merits and risks involved.

The global coordinator is acting exclusively for the Company and no one else in connection with the potential rights issue. It will not regard any other person as its client in relation to the potential rights issue. The global coordinator will not be responsible to anyone other than the Company for providing the protections afforded to its clients, nor for giving advice in relation to the potential rights issue or any transaction or arrangement referred to herein.

Forward-looking Statements

This release includes “forward-looking statements.” These statements may not be based on historical facts, but are statements about future expectations. When used in this release, the words “aims,” “anticipates,” “assumes,” “believes,” “could,” “estimates,” “expects,” “intends,” “may,” “plans,” “should,” “will,” “would” and similar expressions as they relate to the Company and the transaction identify certain of these forward-looking statements. Other forward-looking statements can be identified in the context in which the statements are made. These forward-looking statements are based on present plans, estimates, projections and expectations and are not guarantees of future performance. They are based on certain expectations, which, even though they seem to be reasonable at present, may turn out to be incorrect. Such forward-looking statements are based on assumptions and are subject to various risks and uncertainties. Readers should not rely on these forward-looking statements. Numerous factors may cause the actual results of operations or financial condition of the Company to differ materially from those expressed or implied in the forward-looking statements. The Company or any of its affiliates, advisors, representatives or any other person undertakes no obligation to review, confirm or to publicly release any revisions to any forward-looking statements to reflect events that occur or circumstances that arise following the date of this release.

© STT Info Finland, source STT Info English Regulatory Releases