Ebusco announces the successful completion of its EUR 36 million Rights Issue

Ebusco announces it has raised a total of EUR 36 million through the successful completion of its Rights Issue.

Results of the Rights Issue

• The final gross proceeds of the Rights Issue amount to EUR 36 million, corresponding to the issuance of 43,853,031 new ordinary shares (“Offer Shares”) at an issue price per share of EUR 0.8209 (the “Issue Price”)
• 28,177,939 Offer Shares were subscribed through (i) the valid exercise of rights, (ii) the excess application option and (iii) subscriptions in the public offering, together representing a take-up of 64.3%
• Ebusco’s long-term shareholders Peter Bijvelds Holding Erp B.V. (“Peter Bijvelds Holding), ING Corporate Investments Participaties B.V. (“ING CIP”) and VDVI B.V. have participated in the Rights Issue through (i) converting their shareholder loans of EUR 3.5 million, EUR 1.0 million and EUR 0.5 million, respectively, in equity at the Issue Price and (ii) through exercising rights for EUR 1.5 million and EUR 1.61 million, respectively, for Peter Bijvelds Holding and ING CIP
• Following the end of the exercise period of the Rights Issue, the Company has successfully placed a portion of the 15,675,092 rump shares with qualified, eligible institutional investors
• The balance of the rump shares has been allocated to (i) CVI Investments, Inc. (an entity managed by Heights Capital Management) (“CVI”) for the full EUR 6.0 million underwriting commitment and (ii) to Hefei Gotion High-Tech Power Energy Co. Ltd (“Gotion”) for c. EUR 1.8 million of its EUR 5.0 million underwriting commitment
• As a result, the net cash proceeds from the Rights Issue will amount to c. EUR 27.7 million

Christian Schreyer, CEO of Ebusco, comments: “It is a challenging time for Ebusco, and despite the difficulties, I am thankful for the support we’ve received from both existing and new shareholders. This capital raise is essential for the continuation of the company and I’m pleased to get the chance to move forward and further restore the company. The coming months will remain challenging, but with the dedication and determination I have seen at Ebusco, I’m confident we are able to improve our performance. I would like to thank our shareholders for their contribution and the trust they have shown in us. With their support, we can now take the necessary steps to rebuild the trust among all stakeholders.”

Share capital after the Rights Issue

Following the closing of the Rights Issue, Ebusco’s issued share capital will be comprised of 65,470,708 ordinary shares, which includes the 7.0 million new ordinary shares that will be issued to CVI under the restructuring of the repayment terms of the EUR 36.8 million convertible bond that was issued by the Company in December 2023 (the “CVI Shares”).

Allotment of the Offer Shares to be issued under the Rights Issue is expected to take place on Thursday, 21 November 2025. Settlement and delivery of the Offer Shares and the CVI Shares and commencement of listing and trading on Euronext Amsterdam of these shares are expected to take place on Monday, 25 November 2024.

Future new share issuance to Gotion

A number of rump shares were allocated to Gotion for a total amount of c. EUR 1.8 million under its EUR 5.0 million underwriting commitment. Under the terms of the investment agreement with Gotion, as announced on 18 November 2024, the proceeds will be used by Ebusco to set-off an outstanding accounts payable position it has with Gotion. Under the terms of the investment agreement, the Company will call an Extraordinary General Meeting of Shareholders in Q1 2025 (the “2025 EGM”) to ask for approval for a further share issuance to Gotion at the issue price of the Rights Issue (the proceeds of which will be used to pay down the remaining accounts payable position with Gotion), to strengthen its balance sheet. Gotion will have the right to subscribe in the subsequent share placement for up to the amount of Ebusco’s remaining outstanding accounts payable to Gotion.