Hoylu Ab Publishes the Interim Report for January – December 2018

The complete version of the Interim Report for January – December 2018 is attached in this press release and is available on Hoylu’s web site (www.hoylu.com).

“Whilst we focus on working closely with our largest enterprise customers to expand our business, Hoylu’s partner and reseller community is growing and continue to generate new opportunities. Repeat orders from existing customers Holland America Line, Daimler, Suffolk, Walbridge, InterSystems and others give us confidence that we provide customer value in a market with significant potential.” says Hoylu Chief Executive Officer, Stein Revelsby.

FOURTH QUARTER 2018
– Revenues for the fourth quarter were MSEK 13.1 (11.5)
– Gross margin was 70 percent (67)
– EBITDA for the fourth quarter was MSEK -1.1 (-2.7)
– Operating loss was MSEK 4.3 (-3.8) *
– Profit after tax amounted to MSEK -5.1 (-4.0) **
– Earnings per share amounted to SEK -0.35 (-0.35)

TWELVE MONTHS 2018
– Revenues for the twelve months were MSEK 33.4 (27.3)
– Gross margin was 69 percent (68)
– EBITDA for the twelve months was MSEK -19.2 (-16.3)
– Operating loss amounted to MSEK 26.6 (-22.2)
– Profit after tax amounted to MSEK -28.4 (-22.6)
– Earnings per share amounted to SEK -1.93 (-2.43)

* As previously announced, Hoylu made the decision not to pursue the large format interactive display business, specifically Hoylu would look to partner with leading display manufacturers such as NEC and LG, rather than manufacturing and distributing its own large format interactive displays. As a result, Hoylu wrote off a total of MSEK 1.7 associated with the intangible assets acquired from Nada Yada AB and other related assets as part of the annual impairment testing. In addition, depreciation and amortization charges for the quarter amounted to MSEK 1.4.

** Interest charges for the quarter amounted to MSEK 0.7.

The interim report for Hoylu has been prepared in accordance with the Annual Accounts Act and the Swedish Accounting Standards Board on annual report, and consolidated financial statements BFNAR 2012: 1 (K3) as well as the Swedish Securities Market Act.

For more information, please contact:
Stein Revelsby, CEO at Hoylu +1 213 440 2499 Email: sr@hoylu.com
Karl Wiersholm, CFO at Hoylu +1 425 829 2316 Email: kw@hoylu.com

Hoylu AB
Hoylu delivers innovative enterprise solutions to allow global teams to collaboratively plan, create and share information that enrichen the user experience in the virtual office. The Hoylu Suite delivers a comprehensive set of personalized connected workspaces to enable teams across locations, on any device, to work smarter and with more fun across major industries including Engineering, Education, Pharmaceutical, Construction, Manufacturing, Graphic Design and many more. For more information: www.hoylu.com or visit www.introduce.se/foretag/hoylu

Ticker symbol: Hoylu
Marketplace: Nasdaq First North Stockholm
Certified Adviser: Mangold Fondkommission AB +46 (0) 8 50 301 550; ca@mangold.se

Publication
This information is information that Hoylu AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at (8:30) CEST on February 15, 2019.

Attachment

HOYLU AB: HOYLU RECEIVES NEW ORDER FROM CONSTRUCTION FIRM SUFFOLK

Stockholm, Sweden, February 8, 2019 – Hoylu, a leading enterprise collaboration company announced today that it has received a new order from Suffolk, US based construction firm and existing customer of Hoylu. The order will be delivered in Q1 2019 and represents a deal value of SEK 740,000 in product and software revenue and presents ongoing opportunities to expand within the organization.

Hoylu’s solutions and software offer new and exciting ways to learn and collaborate smarter, faster and more efficiently. Create connected workspaces that include engineering plans, design reviews, and analyze large data sets on large scale HoyluWalls or any device you choose. Hoylu Suite is designed to make digital work simple, seamless and hassle free.

For more information, please contact:
Stein Revelsby, CEO at Hoylu +1 213 440 2499 Email: sr@hoylu.com
Karl Wiersholm, CFO at Hoylu +1 425 829 2316 Email: kw@hoylu.com

Hoylu AB
Hoylu delivers innovative enterprise solutions to allow global teams to collaboratively plan, create and share information that enrichen the user experience in the virtual office. The Hoylu Suite delivers a comprehensive set of personalized connected workspaces to enable teams across locations, on any device, to work smarter and with more fun across major industries including Engineering, Education, Pharmaceutical, Construction, Manufacturing, Graphic Design and many more. For more information: www.hoylu.com or visit www.introduce.se/foretag/hoylu

Ticker symbol: Hoylu
Marketplace: Nasdaq First North Stockholm
Certified Adviser: Mangold Fondkommission AB +46 (0) 8 50 301 550

Publication
This information is information that Hoylu AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at (8:30) CET on February 8, 2019.

Hoylu receives new orders from partners in Austria and Russia

Stockholm, Sweden, January 23, 2019 – Hoylu is pleased to announce new orders from partners Bene and Polymedia. Total orders received yesterday was for SEK 450,000 and will be delivered in Q1. Stein Revelsby, Hoylu’s CEO, says – “We continue to acquire new customers across a range of industries as users discover the benefits of working with Hoylu’s Connected Workspaces. Bene and Polymedia are two of our partners that continue to increase our footprints in large markets in Europe and Russia.”

Hoylu’s solutions and software offer new and exciting ways to learn and collaborate smarter, faster and more efficiently. Create connected workspaces that include engineering plans, design reviews, and analyze large data sets on large scale HoyluWalls or any device you choose. Hoylu Suite is designed to make digital work simple, seamless and hassle free.

For more information, please contact:
Stein Revelsby, CEO at Hoylu +1 213 440 2499 Email: sr@hoylu.com
Karl Wiersholm, CFO at Hoylu +1 425 829 2316 Email: kw@hoylu.com

Hoylu AB
Hoylu delivers innovative enterprise solutions to allow global teams to collaboratively plan, create and share information that enrichen the user experience in the virtual office. The Hoylu Suite delivers a comprehensive set of personalized connected workspaces to enable teams across locations, on any device, to work smarter and with more fun across major industries including Engineering, Education, Pharmaceutical, Construction, Manufacturing, Graphic Design and many more. For more information: www.hoylu.com or visit www.introduce.se/foretag/hoylu

Ticker symbol: Hoylu
Marketplace: Nasdaq First North Stockholm
Certified Adviser: Mangold Fondkommission AB +46 (0) 8 50 301 550; ca@mangold.se

Publication
This information is information that Hoylu AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at (8:30) CEST on January 23, 2019.

Hoylu Receives New Order From Ventura Global for Dubai Government Agency

Stockholm, Sweden, January 18 2019 – Following on the successful delivery for the three campuses of the Higher Colleges of Technology in the UAE, Hoylu is pleased to announce a new order from our partner Ventura Global. The order for $30,000 includes the Hoylu Suite of software and the unique Hoylu Wall. The systems will be installed within one of the largest departments in the government of Dubai with the potential to deploy many more systems across the organization.

Stein Revelsby, Hoylu’s CEO, says – “We continue to acquire new customers across a range of industries in the UAE as users discover the benefits of working with Hoylu’s Connected Workspaces.”

Hoylu’s solutions and software offer new and exciting ways to learn and collaborate smarter, faster and more efficiently. Create connected workspaces that include engineering plans, design reviews, and analyze large data sets on large scale HoyluWalls or any device you choose. Hoylu Suite is designed to make digital work simple, seamless and hassle free.

For more information, please contact:
Stein Revelsby, CEO at Hoylu +1 213 440 2499 Email: sr@hoylu.com
Karl Wiersholm, CFO at Hoylu +1 425 829 2316 Email: kw@hoylu.com

Hoylu AB
Hoylu delivers innovative enterprise solutions to allow global teams to collaboratively plan, create and share information that enrichen the user experience in the virtual office. The Hoylu Suite delivers a comprehensive set of personalized connected workspaces to enable teams across locations, on any device, to work smarter and with more fun across major industries including Engineering, Education, Pharmaceutical, Construction, Manufacturing, Graphic Design and many more. For more information: www.hoylu.com or visit www.introduce.se/foretag/hoylu

Ticker symbol: Hoylu
Marketplace: Nasdaq First North Stockholm
Certified Adviser: Mangold Fondkommission AB +46 (0) 8 50 301 550; ca@mangold.se

Publication
This information is information that Hoylu AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at (8:30) CEST on January 18, 2019.

Hoylu Releases Preliminary Revenue Numbers for Q4

Stockholm, Sweden, January 10, 2019 – Enterprise Collaboration company Hoylu today announced preliminary revenue numbers and EBITDA numbers for Q4. Revenues in the fourth quarter were SEK 13.1 million up from SEK 9.0 million in Q3, a 46% growth from quarter to quarter.  EBITDA for Q4 were SEK -1.1 million compared to SEK -4.2 million in Q3.

“We focus on expanding the business with our large enterprise clients and we expect the strong underlying growth trend to continue in 2019”, said Stein Revelsby, CEO at Hoylu.

To avoid speculation about Q4 performance Hoylu today decided to release preliminary revenue numbers and EBITDA numbers for Q4.

The full report for Q4 will be released as previously announced on February 15, 2019.

Hoylu’s solutions and software offer new and exciting ways to learn and collaborate smarter, faster and more efficiently. Create connected workspaces that include engineering plans, design reviews, and analyze large data sets on large scale HoyluWalls or any device you choose. Hoylu Suite is designed to make digital work simple, seamless and hassle free.

For more information, please contact:
Stein Revelsby, CEO at Hoylu +1 213 440 2499 Email: sr@hoylu.com
Karl Wiersholm, CFO at Hoylu +1 425 829 2316 Email: kw@hoylu.com

Hoylu AB
Hoylu delivers innovative enterprise solutions to allow global teams to collaboratively plan, create and share information that enrichen the user experience in the virtual office. The Hoylu Suite delivers a comprehensive set of personalized connected workspaces to enable teams across locations, on any device, to work smarter and with more fun across major industries including Engineering, Education, Pharmaceutical, Construction, Manufacturing, Graphic Design and many more. For more information: www.hoylu.com or visit www.introduce.se/foretag/hoylu

Ticker symbol: Hoylu
Marketplace: Nasdaq First North Stockholm
Certified Adviser: Mangold Fondkommission AB +46 (0) 8 50 301 550 (ca@mangold.se)

Publication
This information is information that Hoylu AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at (8:30) CET on January 10, 2019.

The board in Hoylu approves allocation of all convertible loan notes subscribed for in the issue of convertible loan notes in Hoylu.

Hoylu AB (publ) (”Hoylu” or the “Company”) has completed the issue of convertible loan notes with pre-emptive right for current shareholders, with exemption from the shareholders Alden AS, Fougner Invest AS, Pine AS, Hering AS and Skadi AS, which was resolved by the board of directors on October 29, 2018, and approved by the extraordinary general meeting in the Company on November 28, 2018, (the “Issue”).

Those who were registered as shareholders in Hoylu on the record date on December 5, 2018, with exemption from the shareholders Alden AS, Fougner Invest AS, Pine AS, Hering AS and Skadi AS, had pre-emption right to subscribe for convertible loan notes in the Issue. For every existing share in the Company, two (2) unit rights were received. Fifteen (15) unit rights entitled to subscription for one (1) unit. Every one (1) unit consists of one (1) convertible loan note at a nominal amount of SEK five (5). In addition, it was offered to subscribe for convertible loan notes in the Issue without support of unit rights.

The final outcome of the Issue, of which the subscription period ended on December 21 2018, was subscribed by 62 670 convertible loan notes through subscription with support of unit rights, corresponding to approximately 3,2 percent of the Issue, and was subscribed by 171 542 convertible loan notes through subscription without support by unit rights, corresponding to approximately 8,7 percent of the Issue, whereof 167 516 convertible loan notes where subscribed for by set-off of the Company’s liabilities. Thus, the Issue was subscribed by 11,8 percent. Through the Issue, the Company receives SEK 1 171 060 before issue expenses of approximately SEK 150,000.

Allotment of convertible loan notes has been executed in relation to the principles set out in the information memorandum, which was published by the Company on November 30, 2018. Notification of allotment for those subscribing for convertible loan notes without support of unit rights will be distributed on December 28, 2018. Subscribed and allotted convertible loan notes shall be paid in cash, If not by set-off, no later than on January 4, 2019, in accordance to instructions on the settlement note. Shareholders whose shares are held by nominees will be notified of any allotment in accordance to each nominee’s internal routines. Only those who are allotted convertible loan notes will be notified.

If all convertible loan notes subscribed for in the Issue are converted to shares, 234 212 shares will be issued at a price per share of SEK 5,00. Thus, the Company’s share capital will then increase by approximately SEK 19 308. At conversion of all convertible loan notes, the dilutive effect for shareholders not participating in the Issue to correspond to 1,6 percent of the share capital and the total number of votes in the Company at the date of this press release.

The convertible loan notes issued through the Issue will not be subject to trade.

Advisers
MAQS Advokatbyrå is acting as legal adviser and Mangold Fondkommission AB is acting as issuing agent to the Company in connection with the Issue.

For more information, please contact:
Stein Revelsby, CEO Hoylu +1 213 440 2499 Email: sr@hoylu.com
Karl Wiersholm, CFO Hoylu +1 425 829 2316 Email: kw@hoylu.com

About Hoylu
Hoylu delivers innovative enterprise solutions to allow global teams to collaboratively plan, create and share information that enrichen the user experience in the virtual office. The Hoylu Suite delivers a comprehensive set of personalized connected workspaces to enable teams across locations, on any device, to work smarter and with more fun across major industries including Engineering, Education, Pharmaceutical, Construction, Manufacturing, Graphic Design and many more.

For more information, visit:
www.hoylu.com or www.introduce.se/foretag/hoylu

Ticker: Hoylu
Marketplace: Nasdaq First North Stockholm
Certified Adviser: Mangold Fondkommission AB +46 (0) 8 50 301 550

Important Information
The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares or other securities in Hoylu. No action has been taken and measures will not be taken to permit a public offering in any jurisdictions other than Sweden. Any invitation to the persons concerned to subscribe for convertible loan notes in Hoylu has only been made through the information memorandum that Hoylu published on November 30, 2018.

The information in this press release may not be released, published or distributed, directly or indirectly, in or into the United States (including its territories and provinces, every state in the United States and the District of Columbia) (“USA”), Canada, Australia, Japan, Hong Kong, Switzerland, New Zealand, Singapore, South Africa or any other jurisdiction in which such action is subject to legal restrictions or would require other measures than those required by Swedish law. Actions in violation of these restrictions may constitute a violation of applicable securities laws.

No shares or other securities in Hoylu have been registered, and no shares or other securities will be registered, under the United States Securities Act of 1933, as amended (the “Securities Act”) or the securities legislation of any state or other jurisdiction in the United States and no shares or other securities may be offered, sold or otherwise transferred, directly or indirectly, in or into the United States, except under an available exemption from, or in a transaction not subject to, the registration requirements under the Securities Act and in compliance with the securities legislation in the relevant state or any other jurisdiction of the United States.

Hoylu AB: Hoylu AB (publ) publishes information memorandum due to convertible loan note issue


Not for distribution, directly or indirectly, in or into the United States, Canada, Australia, Japan, Hong Kong, Switzerland, New Zealand, Singapore or South Africa or any other jurisdiction in which the distribution of this press release would be unlawful or would require registration or other measures besides those required by Swedish law. Additional restrictions apply, see the important information at the end of the press release.

The extraordinary general meeting in Hoylu AB (publ) (“Hoylu” or the “Company”) resolved on 28 November 2018 to approve the board of directors resolution to execute an issue of convertible loan notes of a maximum of SEK 10 million with pre-emption rights for the shareholders, with exemption from the shareholders Alden AS, Fougner Invest AS, Pine AS, Hering AS and Skadi AS (the “Issue”). The Company carried out a directed issue of convertible loan notes to the aforementioned shareholders, why the reason for derogating from mentioned shareholders’ pre-emptive right is to provide the Company with additional liquid funds to continue expanding the business of the Company but also to repair the potential dilutive effect that may occur in a conversion for shares due to the directed issue.  

The Company has due to execution of the Issue drafted an information memorandum with information of the Company and the complete terms and conditions of the Issue to investors. The information memorandum is published and available on the Company’s website (www.hoylu.com) and Mangold Fondkommission’s website (www.mangold.se). 

The major terms and conditions of the Issue are stated below.

·    The Issue shall be of a maximum amount of a maximum of SEK 10,000,000 and a nominal amount of SEK five (5) per convertible loan note.

·    The conversion price shall amount to SEK 5.00 per new share, which corresponds to approximately 100 per cent of the closing price for Hoylu’s share on Nasdaq First North on 29 October 2018 (the date of announcement of the board’s resolution to carry out the Issue).

·    At a conversion of SEK 5.00, a maximum of 2,000,000 shares will be issued in relation to the Issue.

·    The convertible loan carries an annual interest rate of 8.00 per cent.

·    Those who are registered as shareholders in Hoylu on the record date on December 5, 2018, with exemption from the shareholders Alden AS, Fougner Invest AS, Pine AS, Hering AS and Skadi AS, will have pre-emption right to subscribe for convertible loan notes in the Issue. For every existing share two (2) unit rights are received. Fifteen (15) unit rights entitles to subscription for one (1) unit. Every one (1) unit consists of one (1) convertible loan note at a nominal amount of SEK five (5).

·    Convertible loan notes not subscribed for by exercise of unit rights shall primarily be allotted to those who have subscribed for convertible loan notes by exercise of unit rights and have subscribed for additional convertible loan notes without exercise of unit rights, and secondly be allotted to others that have subscribed without exercise of unit rights. The shareholders Alden AS, Fougner Invest AS, Pine AS, Hering AS and Skadi AS will not, due to their respective participation in the directed issue, be allowed to participate in the Issue with exercise of their respective unit rights.

·    The convertible loan notes issued in the Issue will not be subject to trade.  

Timetable of the Issue 
3 December 2018    Last day to trade the share including the right to participate in the Issue
4 December 2018    First day to trade the share excluding the right to participate in the Issue
5 December 2018    Record date for participation in the Issue
7 – 21 December 2018    Subscription period
28 December 2018    Expected date for announcement of the outcome in the Issue

Shares and share capital
After full subscription in the Issue, and conditional upon all convertible loan notes being converted, 2,000,000 shares will be issued at a conversion price of SEK 5.00. Thus, the Company’s share capital will increase by approximately SEK 164,878.04.

Advisers
MAQS Advokatbyrå is acting as legal adviser and Mangold Fondkommission AB is acting as issuing agent to the Company in connection with the Issue.

For more information, please contact:
Stein Revelsby, CEO Hoylu +1 213 440 2499 Email: sr@hoylu.com
Karl Wiersholm, CFO Hoylu +1 425 829 2316 Email: kw@hoylu.com

About Hoylu
Hoylu delivers innovative enterprise solutions to allow global teams to collaboratively plan, create and share information that enrichen the user experience in the virtual office. The Hoylu Suite delivers a comprehensive set of personalized connected workspaces to enable teams across locations, on any device, to work smarter and with more fun across major industries including Engineering, Education, Pharmaceutical, Construction, Manufacturing, Graphic Design and many more.

For more information, visit:
www.hoylu.com or www.introduce.se/foretag/hoylu

Ticker: Hoylu
Marketplaces: Nasdaq First North Stockholm
Certified Adviser: Mangold Fondkommission AB +46 (0) 8 50 301 550

Important Information
The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares in Hoylu. The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares or other securities in Hoylu. No action has been taken and measures will not be taken to permit a public offering in any jurisdictions other than Sweden. Any invitation to the persons concerned to subscribe for convertible loan notes in Hoylu will only be made through the information memorandum that Hoylu published today on November 30, 2018.

The information in this press release may not be released, published or distributed, directly or indirectly, in or into the United States (including its territories and provinces, every state in the United States and the District of Columbia) (“USA”), Canada, Australia, Japan, Hong Kong, Switzerland, New Zealand, Singapore, South Africa or any other jurisdiction in which such action is subject to legal restrictions or would require other measures than those required by Swedish law. Actions in violation of these restrictions may constitute a violation of applicable securities laws.

No shares or other securities in Hoylu have been registered, and no shares or other securities will be registered, under the United States Securities Act of 1933, as amended (the “Securities Act”) or the securities legislation of any state or other jurisdiction in the United States and no shares or other securities may be offered, sold or otherwise transferred, directly or indirectly, in or into the United States, except under an available exemption from, or in a transaction not subject to, the registration requirements under the  Securities Act and in compliance with the securities legislation in the relevant state or any other jurisdiction of the United States.


Hoylu AB: BULLETIN FROM EXTRAORDINARY GENERAL MEETING IN HOYLU AB (PUBL)

PRESS RELEASE 28/11/2018

Today on November 28, 2018 at 14:00, Hoylu AB (publ), reg. no. 559084-6381 (the “Company”) held an Extraordinary General Meeting at the premises of MAQS Advokatbyrå at Gibraltargatan 7 in Malmö, Sweden.

Resolution regarding amendments to the Articles of Association

The Extraordinary General Meeting resolved to change the Company’s registered office to the municipality of Stockholm and that the limit on the number of shares shall be no fewer than 8,250,000 and no more than 33,000,000.

Resolution on approval of the board of directors’ resolution to issue convertible loan notes

The Extraordinary General Meeting resolved to approve the board of directors’ resolution to issue convertible loan notes of a maximum of SEK 10,000,000 through an issue of maximum 2,000,000 convertible loan notes.

The right to subscribe for convertible loan notes shall vest, with pre-emption rights for existing shareholders, all who are registered as a shareholder in the Company on the record date on 5 December 2018, except for the shareholders that subscribed for convertible loan notes in the directed issue of convertible loan notes that the board of directors in the Company announced on October 30, 2018. The reason for derogating from pre-emption rights for the shareholders that participated in the directed issue is that the board of directors’, by authorisation from the Annual General Meeting 2018, resolved to execute the directed issue of convertible loan notes to selected investors, including some of the Company’s shareholders.

For every existing share on the record date, two (2) unit rights are received. Fifteen (15) unit rights entitles for subscription of one (1) unit. Every one (1) unit consists of one (1) convertible loan note at a nominal amount of SEK five (5). Convertible loan notes not subscribed for by exercise of unit rights shall primarily be allotted to those who have subscribed for convertible loan notes by exercise of unit rights and have subscribed for additional convertible loan notes without exercise of unit rights, and secondly be allotted to others that have subscribed without exercise of unit rights.

The nominal amount of each convertible loan note is SEK five (5) and all convertible loan notes shall carry the same nominal amount. The convertible loan notes are issued at a price corresponding to 100 per cent of the nominal amount of the convertible loan notes. The subscription price for each convertible loan note is SEK 5.00. Subscription for the convertible loan notes shall be made between 7 December 2018 – 21 December 2018. The convertible loan carries an early interest rate of 8.00 per cent. Holders of convertible loan notes are entitled to call for conversion of their convertible loan notes into new shares in the Company during the period from registration with the Swedish Companies Registration Office (Sw. Bolagsverket) of the convertible loan notes until June 14, 2019, approximately

two weeks prior to the convertible loan’s maturity date on June 30, 2019, and if not converted earlier. The conversion price shall be SEK 5.00 per new share.

Registered share capital in the Company may be increased to not more than approximately SEK 164,878.04 due to conversion of the convertible loan notes through issuance of not more than 2,000,000 shares.

Complete terms and conditions for the issue of convertible loan notes according to above is available on the Company’s website. Further information of the issue will also be available in the information memorandum, which is expected to be announced by the Company on November 30, 2018.

For more information, please contact:

Stein Revelsby, CEO Hoylu +1 213 440 2499 Email: sr@hoylu.com

Karl Wiersholm, CFO Hoylu +1 425 829 2316 Email: kw@hoylu.com

 

Om Hoylu

Hoylu delivers innovative enterprise solutions to allow global teams to collaboratively plan, create and share information that enrichen the user experience in the virtual office. The Hoylu Suite delivers a comprehensive set of personalized connected workspaces to enable teams across locations, on any device, to work smarter and with more fun across major industries including Engineering, Education, Pharmaceutical, Construction, Manufacturing, Graphic Design and many more.

 

For more information, visit:

www.hoylu.com or www.introduce.se/foretag/hoylu

 

Ticker: Hoylu

Marketplaces: Nasdaq First North Stockholm

Certified Adviser: Mangold Fondkommission AB +46 (0) 8 50 301 550

Legal Advisor: MAQS

Hoylu AB: HOYLU AB PUBLISHES THE INTERIM REPORT FOR JANUARY – SEPTEMBER 2018


The complete version of the Interim Report for January – September 2018 is attached in this press release and is available on Hoylu’s web site (www.hoylu.com).

“With security requirements completed from our large enterprise customers we will shift our focus to growing the user base of SaaS (Software as a Service) customers. Enterprises can now utilize Azure Active Directory services to authenticate users within their domain and users will be automatically logged in to Hoylu Connected Workspaces(TM), creating a fast and easy experience that company IT organizations can easily implement and manage” says Hoylu Chief Executive Officer, Stein Revelsby.

FIRST NINE MONTHS 2018 (01/01/2018 – 09/30/2018)
–    Revenues for the first nine months were SEK 20.4 million (15.8)
–    Gross margin was 69 percent (69)
–    Operating loss amounted to SEK 22.0 million (-17.7)
–    Profit after tax amounted to SEK -22.9 million (-18.0)
–    Earnings per share amounted to SEK -1.57 (-2.05)

THIRD QUARTER 2018 (07/01/2018 – 09/30/2018)
–    Revenues for the third quarter were SEK 9.0 million (5.9)
–    Gross margin was 67 percent (67)
–    Operating loss was SEK 5.7 million (-6.8)
–    Profit after tax amounted to SEK -6.2 million (-7.1)
–    Earnings per share amounted to SEK -0.42 (-0.70)

The interim report for Hoylu has been prepared in accordance with the Annual Accounts Act and the Swedish Accounting Standards Board on annual report, and consolidated financial statements BFNAR 2012: 1 (K3) as well as the Swedish Securities Market Act.

For more information, please contact:
Stein Revelsby, CEO at Hoylu +1 213 440 2499 Email: sr@hoylu.com
Karl Wiersholm, CFO at Hoylu +1 425 829 2316 Email: kw@hoylu.com

About Hoylu

Hoylu delivers innovative enterprise solutions to allow global teams to collaboratively plan, create and share information that enrichen the user experience in the virtual office. The Hoylu Suite delivers a comprehensive set of personalized connected workspaces to enable teams across locations, on any device, to work smarter and with more fun across major industries including Engineering, Education, Pharmaceutical, Construction, Manufacturing, Graphic Design and many more.

For more information: www.hoylu.com or visit www.introduce.se/foretag/hoylu

Ticker symbol: Hoylu
Marketplace: Nasdaq First North Stockholm
Certified Adviser: Mangold Fondkommission AB +46 (0) 8 50 301 550

Publication
This information is information that Hoylu AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at (08:30) CET on November 9, 2018.

Hoylu AB: The board in Hoylu AB (publ) has by authorisation from the annual general meeting resolved to carry out a directed issue,

Not for distribution, directly or indirectly, in or into the United States, Canada, Australia, Japan, Hong Kong, Switzerland, New Zealand, Singapore or South Africa or any other jurisdiction in which the distribution of this press release would be unlawful or would require registration or other measures besides those required by Swedish law. Additional restrictions apply, see the important information at the end of the press release.

The board in Hoylu AB (publ) has by authorisation from the annual general meeting resolved to carry out a directed issue, with derogation from shareholders’ pre-emption rights, of convertible loan notes to chosen shareholders of MSEK 10. The board also resolved, conditional upon approval from a general meeting, to carry out a rights issue with reparation character and with pre-emption rights for remaining shareholders of convertible loan notes of a maximum of MSEK 10  

The annual general meeting in Hoylu AB (publ) (“Hoylu” or the “Company“) resolved on 16 May 2018 to authorise the board of directors, on one or more occasions, during the period until the end of the next annual general meeting to resolve to increase the Company’s share capital by issue of shares, or issue of warrants, or convertible loan notes, with or without derogation from shareholders’ pre-emptive rights, within the limits from time to another of the articles of association of the Company (the “Authorisation“). The Authorisation was registered by the Swedish Companies Registration Office (Sw. Bolagsverket) on 18 June 2018.   

On 29 October 2018, the board has by the Authorisation resolved to carry out an issue of convertible loan notes of MSEK 10 with derogation from the shareholders’ pre-emption rights to certain shareholders (the “Directed Issue“). In addition, the board has resolved to carry out a subsequent rights issue of convertible loan notes of a maximum of MSEK 10 with pre-emption rights for all other shareholders to repair the potential dilutive effect caused by the Directed Issue (Sw. Reparationsemission) (the “Reparation Issue“). The resolution is conditional upon approval from an extraordinary general meeting in the Company. A potential conversion of the convertible loan notes from the Reparation Issue exceeds the limit for shares in the Company’s articles of association. Thus, the board’s resolution is conditional of resolution by an extraordinary general meeting to extend the limit for shares of the Company’s current articles of association. The board will announce notice to attend extraordinary general meeting by a separate press release.       

The major terms and conditions of the Directed Issue are stated below.

  • The Directed Issue shall be of a total amount of SEK 10,000,000 and a nominal amount of SEK five (5) per convertible loan note.
     
  • The conversion price shall amount to SEK 5.00 per share, which corresponds to approximately 100 per cent of the closing price for Hoylu’s share on Nasdaq First North on 29 October 2018.
     
  • At a conversion of SEK 5.00, a maximum of 2,000,000 shares will be issued in relation to the Directed Issue.
     
  • The convertible loan carries an annual interest rate of 8.00 per cent.
     
  • The right to subscribe for convertible loan notes in the Directed Issue shall, with derogation from the shareholders’ pre-emption right, vest the existing shareholders in the Company; Alden AS, Fougner Invest AS, Pine AS, Hering AS and Skadi AS and the non-current shareholders; Capmate AB and Dukat AS.
     
  • Above mentioned investors have in total invested SEK 10,000,000 corresponding to 2,000,000 convertible loan notes in the Company.
     
  • The reason for carrying out the Directed Issue with derogation from the shareholders pre-emption rights is to provide the Company with liquid funds to continue expanding the business of the Company. The board believes that the Directed Issue at this time is the best way to finance the Company. The board is of the view that the Directed Issue allows a faster and less expensive capital raise to the Company, than by an issue with pre-emption rights for the shareholders, and thus together with the terms and conditions described above be of advantage for the Company and its shareholders.
     
  • The convertible loan notes issued in the Directed Issue will not be subject to trade.   

The major terms and conditions of the Reparation Issue are stated below.

  • The Reparation Issue shall be of a maximum amount of a maximum of SEK 10,000,000 and a nominal amount of SEK five (5) per convertible loan note.
     
  • The conversion price shall amount to SEK 5.00 per share, which corresponds to approximately 100 per cent of the closing price for Hoylu’s share on Nasdaq First North on 29 October 2018.
     
  • At a conversion of SEK 5.00, a maximum of 2,000,000 shares will be issued in relation to the Reparation Issue.
     
  • The convertible loan carries an annual interest rate of 8.00 per cent.
     
  • Those who are registered as shareholders in Hoylu on the record date on 5 December 2018, with excemption from below mentioned shareholders, will have pre-emption rights to subscribe for convertible loan notes in the Reparation Issue. For every existing share two (2) unit rights are received. Fifteen (15) unit rights entitles to subscription for one (1) unit. Every one (1) unit consists of one (1) convertible loan note at a nominal amount of SEK five (5). Convertible loan notes not subscribed for by exercise of unit rights shall primarily be allotted to those who have subscribed for convertible loan notes by exercise of unit rights and have subscribed for additional convertible loan notes without exercise of unit rights, and secondly be allotted to others that have subscribed without exercise of unit rights. The shareholders Alden AS, Fougner Invest AS, Pine AS, Hering AS and Skadi AS will not, due to their respective participation in the Directed Issue, be allowed to participate in the Reparation Issue with exercise of their respective unit rights.
     
  • The reason for carrying out the Reparation Issue with derogation from some of the shareholders pre-emption rights is to provide the Company with liquid funds to continue expanding the business of the Company and to repair the potential dilutive effect that may occur in a conversion for shares due to the Directed Issue. The board believes that the Directed Issue and Reparation Issue at this time are the best ways to get additional capital to the Company on.
     
  • The convertible loan notes issued in the Reparation Issue will not be subject to trade.  

Timetable Reparation Issue 

29 November 2018 Expected date for publication of Investment Memorandum
3 December 2018 Last day to trade the share including the right to participate in the Reparation Issue
4 December 2018 First day to trade the share excluding the right to participate in the Reparation Issue
5 December 2018 Record date for participation in the Reparation Issue
7 – 21 December 2018 Subscription period
28 December 2018 Expected date for announcement of the outcome in the Reparation Issue

Shares and share capital
After completion of the Directed Issue and full subscription in the Reparation Issue, and conditional upon all convertible loan notes being converted, 4,000,000 shares will be issued at a conversion price of SEK 5.00. Thus, the Company’s share capital will increase by approximately SEK 329,756.08.

Dilutive effect
After Conversion to shares of all convertible loan notes issued in the Directed Issue, existing shareholders who have not participated in the Directed Issue will be diluted by 11.86 per cent of the total capital and votes in relation to the registered number of shares and share capital in the Company at the date of the announcement of this press release.  

After Conversion to shares of all convertible loan notes issued in the Reparation Issue, existing shareholders who have not participated in the Directed Issue nor the Reparation Issue will be diluted by 10.60 per cent of the total capital and votes in relation to the registered number of shares and share capital in the Company at the date of the announcement of this press release. 

Prospectus/Investment Memorandum
The prospectus requirements do not oblige the Company to draft and publish a prospectus in connection with the Directed Issue and the Reparation Issue. However, the Company will draft an Investment Memorandum, which is expected to be published on or around 29 November 2018.

Advisers
MAQS Advokatbyrå is acting legal adviser to the Company in connection with the Directed Issue and the Reparation Issue and Mangold Fondkommission AB is acting as issuing agent in connection with the Reparation Issue.

For more information, please contact:
Stein Revelsby, CEO Hoylu +1 213 440 2499 Email: sr@hoylu.com
Karl Wiersholm, CFO Hoylu +1 425 829 2316 Email: kw@hoylu.com

Om Hoylu
Hoylu delivers innovative enterprise solutions to allow global teams to collaboratively plan, create and share information that enrichen the user experience in the virtual office. The Hoylu Suite delivers a comprehensive set of personalized connected workspaces to enable teams across locations, on any device, to work smarter and with more fun across major industries including Engineering, Education, Pharmaceutical, Construction, Manufacturing, Graphic Design and many more.

For more information, visit:
www.hoylu.com or www.introduce.se/foretag/hoylu

Ticker: Hoylu
Marketplaces: Nasdaq First North Stockholm
Certified Adviser: Mangold Fondkommission AB +46 (0) 8 50 301 550

Publication
This information is information that Hoylu AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out above, at 20.00 CET on October 30, 2018.

Important Information
The information in this press release does contain or constitute an offer to acquire, subscribe or otherwise trade in shares in Hoylu. The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares or other securities in Hoylu. No action has been taken and measures will not be taken to permit a public offering in any jurisdictions other than Sweden. Any invitation to the persons concerned to subscribe for convertible loan notes in Hoylu will only be made through the Information Memorandum that Hoylu estimates to publish on or around 29 November 2018.

The information in this press release may not be released, published or distributed, directly or indirectly, in or into the United States (including its territories and provinces, every state in the United States and the District of Columbia) (“USA“), Canada, Australia, Japan, Hong Kong, Switzerland, New Zealand, Singapore, South Africa or any other jurisdiction in which such action is subject to legal restrictions or would require other measures than those required by Swedish law. Actions in violation of these restrictions may constitute a violation of applicable securities laws.

No shares or other securities in Hoylu have been registered, and no shares or other securities will be registered, under the United States Securities Act of 1933, as amended (the “Securities Act“) or the securities legislation of any state or other jurisdiction in the United States and no shares or other securities may be offered, sold or otherwise transferred, directly or indirectly, in or into the United States, except under an available exemption from, or in a transaction not subject to, the registration requirements under the  Securities Act and in compliance with the securities legislation in the relevant state or any other jurisdiction of the United States.