The Board of Directors of Checkin.com Group AB (“Checkin.com” or the “Company”) has decided to carry out a new share issue and list the Company's shares on Nasdaq First North Growth Market. The offering comprises a total of 2,903,226 shares in Checkin.com (the "Offering"). The price in the Offering amounts to SEK 15.50 per share and the Offering amounts to a maximum of SEK 45 million. Based on the issue price and the existing number of shares before the completion of the Offering, Checkin.com is valued at approximately SEK 359 million. 

TIN Funds, Knutsson Holdings, Norron Select and Erik Selin through ES Aktiehandel AB have undertaken to, subject to certain conditions, acquire shares in the Offering for a total of SEK 27 million, corresponding to 60 percent of the shares in the Offering.

The Board has prepared a prospectus related to the Offering which today, May 3, 2021, has been approved and registered by the Swedish Financial Supervisory Authority (Sw. Finansinspektionen) and subsequently published by the Company. Checkin.com will also apply for admission to trading of the Company's share on Nasdaq First North Growth Market, with the first date for trading preliminary set to May 20, 2021 (the “Listing”).

The Offering in brief 

• The price in the Offering has been set at SEK 15.50 per share, corresponding to a total value of the outstanding shares in the Company of approximately SEK 359 million prior to the completion of the Offer.
• The shares in the Offering will be offered to the public in Sweden and to institutional investors in Sweden and internationally.
• The Offering comprises a total of 2,903,226 shares in Checkin.com (corresponding to SEK 45.0 million).
• The newly issued shares in the Offering are expected, upon full subscription, to generate proceeds to the Company of approximately SEK 45,0 million, prior to deductions for costs related to the Offering. The Company's costs related to the Offering are expected to amount to approximately SEK 4.5 million, meaning that net proceeds amount to approximately SEK 40.5 million if the Offering is fully subscribed.
• The Company intends to use the net proceeds to invest in sales and marketing, geographical expansion and product development to support the Company's continued growth in accordance with the Company's growth strategy and to strengthen the Company's financial position.
• The dilution will amount to approximately 11 percent of the total number of shares in the Company after the Offer if the Offering is fully subscribed.
• Prior to the Offering, TIN Funds, Knutsson Holdings, Norron Select and Erik Selin, through ES Aktiehandel AB, have undertaken to subscribe for a total of 1,741,935 shares, corresponding to approximately 60 percent of the Offering and a total value of SEK 27 million.
• The subscription period for the Offering runs between May 4 – 12, 2021.
• The first trading day on Nasdaq First North Growth Market is expected to be May 20, 2021 and the shares will be traded under the ticker "CHECK".

Background to the Offering and the Listing

Checkin.com was founded in 2017 with the business idea of ​​establishing a new standard on the internet for checkin – similar to what online payment companies have created for simple, secure and fast online payment solutions ("checkout"). To date, Checkin.com has established itself as a rapidly growing player in the global market for how end users register, identify themselves and log in online, checkin. The Company's technology combines several user experience systems, data sources and identification methods to create individually tailored checkin flows for each end user. The Company's software increases the conversion rate while ensuring necessary identification and regulatory compliance. In 2020, the Company's software platform managed over 18 million checkin sessions in over 165 countries.

The Company's product is delivered through a cloud-based software, Software as a Service, where the customer subscribes to monthly subscriptions. The Company’s net sales and EBITDA in 2020 amounted to SEK 22.3 million and SEK 1.7 million, respectively.

The Offering and subsequent listing gives Checkin.com access to the Swedish capital markets and enables a diversified shareholder base of both Swedish and international investors as well as increased brand awareness, which is expected to improve the Company's continued growth and development. The Board and management also believe that a listing of the Company's shares on Nasdaq First North Growth Market is a hallmark of quality that can have a positive effect in recruitment contexts and on the relationship with customers, suppliers, shareholders and creditors. Furthermore, a listing of Checkin.com facilitates the Company to use own shares prior to or in relation to potential acquisitions.

Kristoffer Cassel, co-founder and CEO of Checkin.com comments: 

- We are a fast-growing global SaaS company with ambitious plans that already have a profitable core business. With aggressive growth plans, we now want to shift up our company-building further. From the very beginning, many of the Nordic region's most prominent investors have strongly believed in what we do and chosen to support us, and it now feels great to also be able to offer the public the opportunity to be part of our journey, says the Company's CEO and co-founder Kristoffer Cassel.

Prospectus and application

The prospectus related to the Offering was published today, May 3, 2021, on Checkin.com's website group.checkin.com. The prospectus is also available on Erik Penser Bank's website www.penser.se. Application is made via respective subscriber's bank or trustee or alternatively on a special application form that can be ordered from Erik Penser Bank by phone, e-mail or downloaded from www.penser.se. The application form is also available on Checkin.com's website group.checkin.com.

Preliminary timeplan

• Publication of prospectus: May 3, 2021

• Application period: May 4 – 12, 2021
• Settlement day: May 18, 2021
• First day of trading on Nasdaq First North Growth Market: May 20, 2021  

Investor presentations

The Company's CEO and co-founder Kristoffer Cassel will present the Company via Microsoft Teams on Wednesday, May 5 at 14:00 and Monday, May 10 at 14:00. Registration is made to [email protected].

Advisors

Erik Penser Bank AB is financial advisor and issuing agent in relation to the Offering. Bird & Bird Advokat KB is legal advisor to the Company in relation to the Offering. 

For more information, please contact: 

Jonas Köpniwsky, Head of Communications Checkin.com Group, [email protected]

About Checkin.com Group AB

The first line of code for the Checkin.com framework was written back in 2017. The company's goal since then has been clear: to establish a new internet standard for checkins. Checkin.com Group's SaaS-software combines multiple UX-systems, data sources, and identity solutions to instantly configure the best possible experience for each end-user at the point of checkin. The company recruits and works globally to find and maintain the best talents available across the globe, and is headquartered in Stockholm, Sweden.

Important information

The release, announcement or distribution of this press release may, in certain jurisdictions, be subject to restrictions and the recipients of this press release in jurisdictions where this press release has been published or distributed shall inform themselves of and follow such legal restrictions. The recipient of this press release is responsible for using this press release, and the information contained herein, in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in Checkin.com in any jurisdiction, neither from Checkin.com nor from someone else.

This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the US Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States. The information in this press release may not be announced, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, within or into the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa, Switzerland or in any other jurisdiction where such announcement, publication or distribution of the information would not comply with applicable laws and regulations or where such actions are subject to legal restrictions or would require additional registration or other measures than what is required under Swedish law. Actions taken in violation of this instruction may constitute a crime against applicable securities laws and regulations.

This press release is not a prospectus or an EU Growth Prospectus for the purposes of Regulation (EU) 2017/1129 (the "Prospectus Regulation") and has not been approved by any regulatory authority in any jurisdiction. An EU Growth Prospectus has been prepared and in connection with the Offering and been scrutinized and approved by the Swedish Financial Supervisory Authority (Sw. Finansinspektionen) which is the national competent authority in Sweden with regard to the Prospectus Regulation.

The information in this press release may not be forwarded or distributed to any other person and may not be reproduced at all. Any forwarding, distribution, reproduction or disclosure of this information in its entirety or in any part is prohibited. Failure to follow these instructions may result in a breach of the Securities Act or applicable laws in other jurisdictions.

This press release does not constitute an invitation to warrant, subscribe, or otherwise acquire or transfer any securities in any jurisdiction. This press release does not constitute a recommendation for any investors' decisions regarding the Offering. Each investor or potential investor should conduct a self-examination, analysis and evaluation of the business and information described in this press release and any publicly available information. The price and value of the securities can decrease as well as increase. Achieved results do not provide guidance for future results. Neither the contents of the Company's website nor any other website accessible through hyperlinks on the Company's website are incorporated into or form part of this press release.

Forward-looking statements

This press release contains forward-looking statements that reflect the Company's intentions, beliefs, or current expectations about and targets for the Company's and the Group's future results of operations, financial condition, liquidity, performance, prospects, anticipated growth, strategies and opportunities and the markets in which the Company and the Group operates. Forward-looking statements are statements that are not historical facts and may be identified by words such as "believe", "expect", "anticipate", "intend", "may", "plan", "estimate", "will", "should", "could", "aim" or "might", or, in each case, their negative, or similar expressions. The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurances that they will materialize or prove to be correct. Because these statements are based on assumptions or estimates and are subject to risks and uncertainties, the actual results or outcome could differ materially from those set out in the forward-looking statements as a result of many factors. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The Company does not guarantee that the assumptions underlying the forward-looking statements in this press release are free from errors and readers of this press release should not place undue reliance on the forward-looking statements in this press release. The information, opinions and forward-looking statements that are expressly or implicitly contained herein speak only as of its date and are subject to change without notice. Neither the Company nor anyone else undertake to review, update, confirm or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this press release, unless it is not required by law or Nasdaq First North Growth Market rule book for issuers.

Information to distributors

Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together, the "MiFID II Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the shares in the Company have been subject to a product approval process, which has determined that such shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "EU Target Market Assessment"). Notwithstanding the Target Market Assessment, Distributors should note that: the price of the shares in the Company may decline and investors could lose all or part of their investment; the shares in the Company offer no guaranteed income and no capital protection; and an investment in the shares in the Company is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Offering. 

For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the shares in the Company.

Each distributor is responsible for undertaking its own target market assessment in respect of the shares in the Company and determining appropriate distribution channels.

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEELAND, SWITZERLAND, SINGAPORE, SOUTH AFRICA, UNITED STATES OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION, DISTRIBUTION OR RELEASE WOULD BE IN CONFLICT WITH APPLICABLE RULES OR REQUIRE ADDITIONAL REGISTRATION OR OTHER ACTIONS.