Risk Intelligence A/S informs about the start of subscription period and publishes memorandum

11 October 2023 | Company announcement No 33-2023

Risk Intelligence A/S ("Risk Intelligence" or the "Company”) publishes the memorandum in connection with the Company's rights issue of units where the subscription period commences today, 11 October 2023 (the "Rights Issue"). The Company raises a maximum of DKK 18.4 million and has received subscription commitments and guarantee commitments corresponding to a total of 75.2 percent of the issue volume.

The memorandum, containing complete terms and conditions, will be available on the Company's website Rights Issue (riskintelligence.eu), Spotlight Stock Market and on Nordic Issuing’s website. Registration forms will be available on the above-mentioned websites.

On 3 October 2023, Risk Intelligence announced the Board of Directors resolved on a new issue of units with preferential rights for existing shareholders. The resolution was made based on the authorisation granted by the Extraordinary General Meeting on 3 October 2023. In connection with the Rights Issue, the Company has prepared an information memorandum, which today, 11 October 2023, has been approved by the Board of Directors.

Timetable for the Rights Issue

• Memorandum will be published: 11 October 2023

• The subscription period in the Rights Issue: 11 October 2023 - 24 October 2023

• Publication of the outcome in the Rights Issue: 27 October 2023

Use of proceeds

Upon full subscription in the Rights Issue, Risk Intelligence will receive approx. DKK 18.4 million before issue costs, which are estimated to amount to up to approx. DKK 2.6 million. The net proceeds from the Rights Issue of approx. DKK 15.8 million will together with a long-term loan with EIFO, the Danish State growth fund, (former Vækstfonden), of up to DKK 5 million (based on a conditional commitment), or a total of DKK 20.8 million are intended to be available for the following uses, in priority order with estimated distribution of the issue and loan proceeds:

• Investments in the new platform (approx. DKK 2 million).

• Removal of all short-term loans (approx. DKK 13 million).

• General liquidity reserve and for growth initiatives (approx. 5.8 million).

Terms and conditions of the Rights Issue

The Board of Directors of Risk Intelligence A/S has today resolved on the Rights Issue, with the authorisation from the Extraordinary General Meeting held on 3 October 2023, in accordance with the following main conditions:

• The Rights Issue comprises a maximum of 14,158,512 shares of nominally DKK 0.10, corresponding to an increase in the share capital of a maximum of DKK 1,415,851.20.

• Anyone who, on the record date of 10 October 2023, is entered in the share register, maintained by VP Securities A/S has preferential rights to subscribe for new shares in the Rights Issue. One (1) existing share entitles to one (1) unit right. Thirteen (13) unit rights give the right to subscribe for one (1) unit consisting of twelve (12) new shares.

• The subscription price in the Rights Issue will be DKK 15.6 per unit, corresponding to DKK 1.30 per share.

• The Rights Issue corresponds to a valuation of Risk Intelligence (pre-money) of approx. DKK 19.9 million.

• The subscription period in the Rights Issue runs from 11 October 2023 to and including 24 October 2023.

• Risk Intelligence has received pre-subscription commitments and guarantee commitments of approx. DKK 13.9 million, which corresponds to approx. 75.2 percent of the initial issue volume, of which approx. DKK 5.6 million is pre-subscription commitments and approx. DKK 8.3 million is guarantee commitments.

• In the event of full subscription in the Rights Issue, Risk Intelligence will receive approx. DKK 18.4 million before costs for the Rights Issue

Subscription commitments and underwriting commitments

Risk Intelligence A/S has received subscription commitments of approx. DKK 5.6 million, corresponding to approx. 30.2 percent of the Rights Issue, from board and management, existing and new shareholders. No remuneration will be paid for the subscription commitment. In addition, the Company has received guarantee commitments from external investors of approx. DKK 8.3 million, corresponding to approx. 45 percent of the Rights Issue. The Company has received subscription commitments and underwriting commitments of approx. DKK 13.9 million in total, corresponding to approx. 75.2 percent of the Rights Issue.

Financial advisor and issuing agent
Corpura Fondkommission AB (www.corpura.se) is acting as financial advisor and Mazanti-Andersen is acting as legal advisor to Risk Intelligence in connection with the Rights Issue. VP is acting as issuing agent and Nordic Issuing AB is acting as settlement agent.

For further information about Risk Intelligence, please contact:
Hans Tino Hansen, CEO
Jens Krøis, CFO
Telephone: +45 7026 6230
E-mail: investor@riskintelligence.eu

Website and social media:
Website:           investor.riskintelligence.eu
Twitter:             twitter.com/riskstaff
LinkedIn:          linkedin.com/company/risk-intelligence
Facebook:       facebook.com/riskstaff

Important Information

Publication, disclosure, or distribution of this press release may be subject to restrictions under the law in certain jurisdictions, and individuals in jurisdictions where this press release has been published or distributed should inform themselves about and comply with such legal restrictions. The recipient of this press release is responsible for using this press release and the information herein in accordance with applicable rules in their respective jurisdiction. This press release does not constitute an offer to, or an invitation to, acquire or subscribe to any securities in the Company in any jurisdiction, either from the Company or from any other party.

This press release does not constitute an offer to acquire or subscribe to securities in the United States. The securities mentioned herein may not be sold in the United States without registration or the application of an exemption from registration under the U.S. Securities Act of 1933 ("Securities Act"), and may not be offered or sold in the United States without being registered, subject to an exemption from, or in a transaction not subject to the registration requirements of the Securities Act. There is no intention to register any securities mentioned herein in the United States or to make a public offering of such securities in the United States. The information in this press release may not be disclosed, published, copied, reproduced, or distributed, directly or indirectly, in whole or in part, in or to the United States (including its territories and provinces, each state in the United States, and the District of Columbia), Australia, Singapore, New Zealand, Japan, Switzerland, South Korea, Canada, Hong Kong, or South Africa, or any other jurisdiction where such disclosure, publication, or distribution of this information would violate applicable laws or where such action is subject to legal restrictions or would require additional registration or other measures beyond what is required by Danish law. Actions in violation of this instruction may constitute violations of applicable securities laws.

To the extent that this press release contains forward-looking statements, such statements are not facts and are characterized by words such as "shall," "expects," "believes," "estimates," "intends," "plans," "assumes," and similar expressions. Such statements express Risk Intelligence's intentions, opinions, or current expectations or assumptions. Such forward-looking statements are based on current plans, estimates, and forecasts made by Risk Intelligence to the best of its ability but are not claimed to be accurate in the future. Forward-looking statements are associated with risks and uncertainties that are difficult to predict and generally not within the control of Risk Intelligence It should be kept in mind that actual events or outcomes may differ materially from what is covered or expressed in such forward-looking statements.