Xpecunia intends to acquire Creturner International with the aim of becoming self-sufficient in electricity. Through the acquisition, a new business area can be added to Xpecunia. The acquisition is subject to approval from a planned extraordinary general meeting
The offer to the shareholders of Creturner
Shareholders in Creturner International AB ("Creturner") are offered compensation in the form of shares in Xpecunia and the total purchase price amounts to SEK 60m, which corresponds to Creturner's valuation at the latest cash new issue of SEK 5.5m to external investors that was registered on March 3, 2022. Since Xpecunia's CEO Daniel Moström owns 34% of the shares and votes in Creturner, the acquisition must be seen as a related party transaction and is thus conditional on approval from an extraordinary general meeting of Xpecunia Nordic AB. If approved, the entry is calculated for 1 October 2022.
Motive for the acquisition
Creturner has a novel climate compensation business where residual biomass is converted into the element carbon, which is deposited and thus permanently reduces CO2 in the atmosphere. Xpecunia has calculated that with the help of the energy generated via Creturner's operations, Xpecunia can reduce its dependence on externally purchased electricity by 90%. Xpecunia's existing investments in solar energy cover the remaining 10% with a ample margin, and Xpecunia thus expects that the business can become fully self-sufficient in electricity, which is estimated to provide extensive cost synergies amounting to at least SEK 13-16 million on an annual basis.
Shareholders in Creturner are offered consideration in the form of newly issued shares in Xpecunia to a value of SEK 60 million in Xpecunia. The value of the newly issued shares is based on the volume-based weighted average market price between 2022-08-11—2022-08-17, which is SEK 3.64/pc. The new group means that the number of shares in Xpecunia increases from today's 36,584,876 by 16,483,516 to 53,068,392. This corresponds to a dilution of 31,06 % for existing shareholders in Xpecunia.
Description of Creturner
Creturner International AB was founded by Daniel Moström together with associates with the aim of offering business customers an efficient and permanent method to climate compensate their operations. The method is based on Bio-CSS (Carbon Capture and Storage), which means converting residual biomass into the element carbon and depositing this underground to reduce the amount of CO2 in the atmosphere. Corporate customers of Creturner can then buy climate compensation in the same way as traditional climate compensation is done by, for example, planting trees. Unlike tree planting, Creturner's method is immediate, permanent and clearly measurable.
Xpecunia has received prior acceptance from Creturner's shareholders corresponding to approximately 76 percent of the shares and votes in Creturner. Creturner currently has 45 shareholders.
CEO: Daniel Moström – 070-7446901
Address: Taptogatan 6, 115 27 STOCKHOLM, Sweden
Xpecunia Nordic AB (publ) org: 559152-3013