Creotech Instruments Sets Issue Price at PLN 150.00 for Series J Shares Offering

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Creotech Instruments has concluded its book-building process, setting the issue price of each Series J Share at PLN 150.00. As part of this offering, the satellite manufacturer aims to offer 396,557 Series J ordinary bearer shares to selected investors. Assuming full subscription at the set issue price, the gross value of the offer will approximate PLN 60 million.

“We completed the book-building on time, and our Management Board decided to invite investors to take up a total of 396,557 Series J Shares at PLN 150.00 each. Raising funds of this magnitude is poised to substantially accelerate our growth. Coupled with our strategic investments over the coming years involving primarily product portfolio enhancement, production capacity expansion, and sales department reinforcement, this move will position Creotech Instruments to emerge as a preeminent supplier of microsatellite technologies within the European Union,” remarks Grzegorz Brona, PhD, President of the Management Board (CEO) of Creotech Instruments S.A.

In July, Creotech Instruments unveiled its strategy for financing space projects. According to this strategy, the enterprise seeks to become a leading microsatellite technologies supplier in the European Union for defense and commercial projects. To realize this, numerous investments have been planned, focusing mainly on three pivotal areas: product portfolio expansion, including rescaling the proprietary HyperSat platform to 200 kg; production capacity enhancement, including expansion and upgrade of manufacturing and lab facilities; and sales department reinforcement, including doubling the dedicated team and intensifying efforts designed to boost its global brand recognition.

The investments are projected to be financed through the proceeds from the Series J Shares issue, approximately allocating 60%-70% towards product portfolio expansion, 15%-25% towards boosting production capacity, and 15%-20% towards sales department enhancement. However, these proportions are tentative and subject to modification based on various factors such as industry trends, macroeconomic conditions, and secured contracts.

The company’s four principal shareholders, collectively holding a 50.2% interest, are Mr. Grzegorz Brona, Ms. Katarzyna Kubrak, Mr. Paweł Kasprowicz, and Agencja Rozwoju Przemysłu S.A. (a State-owned industrial development agency). Agencja Rozwoju Przemysłu S.A. concluded its lock-up agreement on 28 September 2023, while the remaining shareholders are expected to conclude theirs around 13 October 2023. These agreements impose restrictions on the shareholders’ ability to divest their shares, prohibiting the sale without the explicit consent of the Offer Managers, as delineated within the agreements, effective through 31 July 2024. Notably, certain standard exceptions to these restrictions are applicable. Moreover, the future lock-up agreements will grant each of the three shareholders the right to sell no more than 30,000 shares after 31 January 2024, providing that the proceeds from such sale will be in the first order of priority allocated to the repayment and settlement of obligations of a given shareholder towards Agencja Rozwoju Przemysłu S.A., and providing they are sold in accordance with the lock-up agreement’s conditions. Concurrently, shares owned by Mr. Grzegorz Kasprowicz (representing around 9.7% of all Creotech Instruments’ shares) are subject to a lock-up commitment until 12 October 2024, originating from the company’s shareholder agreement.

In the Series J Shares offering process, the company will be advised by cc group, its regular IR and financial advisor, with Pekao Investment Banking S.A., Trigon Dom Maklerski S.A. and Bank Polska Kasa Opieki S.A. – Biuro Maklerskie Pekao serving as offer managers.

Legal disclaimers

This press release is for information purposes only and is in no way intended to, whether directly or indirectly, promote the offer, issue or subscription of Series J Shares, nor constitutes promotional material or advertisement under Article 22 of Regulation (EU) 2017/1129 (the “Prospectus Regulation”). It has not been prepared or published by the Company with the intention of promoting Series J Shares or their subscription or for the purpose of encouraging investors, whether directly or indirectly, to take up the shares. No prior materials aiming to promote Series J Shares or their subscription have been published by the Company.

This press release is neither a prospectus nor any form of memorandum, information, or offer document. No prospectus, in relation to the content of this press release, will be made available, and its preparation is not required under the Prospectus Regulation. This press release does not constitute an offer for the sale or taking up of securities, an invitation for offers to purchase securities, or an encouragement/recommendation to buy securities, including it is not an investment recommendation within the meaning of the Market Abuse Regulation (Regulation (EU) No 596/2014) and Commission Delegated Regulation (EU) 2016/958 of 9 supplementing the Market Abuse Regulation, nor should it form the basis for any decision to purchase the Company’s securities.

Series J Shares have not been and will not be the subject of registration, approval or notification in accordance with the provisions of the Prospectus Regulation or American Securities Act of 1933 as amended (the “US Securities Act”) and cannot be offered or sold outside the Republic of Poland (including in other European Union member states and the United States of America), unless such an offer or sale could be made in a given state lawfully, without the need to meet any additional legal requirements by the Company and its advisors. Every investor domiciled or established outside the Republic of Poland should become familiar with the relevant provisions of Polish law and the provisions of the laws of other countries that may apply to them in this respect.

This press release is not intended to be distributed or used by any person or entity in any jurisdiction where such dissemination or use would be in conflict with local laws or regulations, or which would subject the Company to any registration, authorization, notification, or other licensing requirements under applicable regulations. The dissemination of this press release and other related information may be restricted by law. Persons who come into possession of any documents or other information referred to in this press release should inform themselves about and comply with such restrictions. Failure to comply may constitute a violation of the securities laws of a given jurisdiction. Distributing this press release may be illegal in some jurisdictions.

THIS PRESS RELEASE IS NOT INTENDED FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS AND THE DISTRICT OF COLUMBIA), AUSTRALIA, CANADA, JAPAN, OR SOUTH AFRICA, OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE LAWS OF THAT JURISDICTION. SUBJECT TO CERTAIN EXCEPTIONS, THE SHARES OF THE COMPANY MAY NOT BE OFFERED OR SOLD IN SUCH JURISDICTIONS, OR TO OR FOR THE BENEFIT OF NATIONALS OF THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA, OR PERSONS DOMICILED OR ESTABLISHED IN THESE COUNTRIES.

This press release is not an invitation to underwrite, subscribe for or otherwise acquire or dispose of any securities in any jurisdiction. This press release is not a recommendation regarding an investment decision regarding the Series J Shares offering. Every investor or prospective investor should conduct their own research, analysis and assessment of the activities and data described in this press release and publicly available information. The price and value of securities can rise as well as fall. Past performance is not indicative of future results.