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voxeljet AG Announces Restatement and Extension of Loan Financing with Anzu

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Voxeljet AG (NASDAQ: VJET) and Anzu's industrial technology investment fund agree on amending and restating a loan note, issuing a new loan note of USD 5,500,000.00 in two tranches, with the Company using the proceeds for business operations and delisting its ADSs.
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The amendment and restatement of the existing loan note by voxeljet AG and the issuance of a new loan note, are significant financial events for the company. The restructuring of debt often indicates a strategic move to improve liquidity and manage cash flows. In this case, the net loan proceeds are earmarked for financing the operative business and for the delisting and deregistration of its American Depositary Shares (ADSs). The delisting process suggests a shift in the company's capital market strategy, potentially to focus on private funding sources or other markets. The terms of the New Loan Note, including the provision for an earlier repayment in case of a 'fundamental change', introduce a conditional element that investors should monitor closely, as such clauses can affect the company's financial stability and investor returns.

From a legal perspective, the private placement of the New Loan Note under Section 4(a)(2) of the U.S. Securities Act of 1933 indicates a targeted approach to raising capital without the regulatory burdens of public offerings. The absence of registration under the Securities Act means that the New ADRs are subject to restrictions on their sale, which can limit liquidity for investors. It is also important to note the collateral provided to secure Anzu's claims under both notes. The security package is a critical factor in assessing the risk profile of the debt, as it can affect the recovery rate in the event of default. The implications of the delisting and deregistration of ADSs should be considered, as it may affect the company's transparency and the ability of U.S. investors to trade the securities.

From a market perspective, voxeljet AG's actions can be seen as a maneuver to optimize its financial structure amidst a dynamic industrial technology sector. The additional capital infusion could be a response to competitive pressures or a need to invest in research and development. However, delisting from a major exchange like NASDAQ typically reduces a company's visibility among investors and can lead to reduced trading volumes for its securities. This could impact the stock's liquidity and potentially its valuation. Stakeholders should assess the rationale behind these strategic decisions and their alignment with the company's long-term growth objectives.

FRIEDBERG, Germany--(BUSINESS WIRE)-- voxeljet AG (NASDAQ: VJET) ("Company") and Anzu's industrial technology investment fund, ("Anzu") today agreed to amend and restate the existing loan note which the Company has issued to Anzu with a principal amount of USD 3,209,483.12 and a maturity date of January 3, 2028 (the amended loan note "Existing Loan Note") and to agree on an additional new loan note ("New Loan Note").

The New Loan Note has a principal amount of USD 5,500,000.00 which will be made available in two tranches of USD 2,750,000.00 each, the first tranche upon Anzu having received duly executed collateral documentation and the second tranche on July 15, 2024 (or such earlier date determined by either party). The New Loan Note has a maturity date of June 30, 2026, but may be due earlier for repayment if a fundamental change as defined in the New Loan Note occurs. The Existing Loan Note has been amended and restated to largely equal the terms and conditions of the New Loan Note.

Customary collateral has been provided to secure Anzu’s claims under the New Loan Note as well as under the Existing Loan Note.

The Company will use the net loan proceeds for financing of the operative business and for effecting the delisting and deregistration of its ADSs.

Important Additional Information

This press release does not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such offer, solicitation or sale would be unlawful.

This announcement is neither an advertisement nor a prospectus and does not constitute a recommendation with respect to the securities described in this announcement.

The New ADRs were offered in a private placement under Section 4(a)(2) of the U.S. Securities Act of 1933, as amended, ("Securities Act"), and have not been registered under the Securities Act or any state securities laws or the securities laws of any other jurisdiction. Accordingly, the New ADRs may not be offered or sold in the United States, or for the benefit of U.S. persons, except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities or blue sky laws.

Forward-Looking Statements

To the extent this document contains forward-looking statements, such statements are not statements of fact and are made using words such as "expect", "believe", "estimate", "intend", "strive", "anticipate", "assume" and similar expressions. These statements are an expression of the intentions, views or current expectations and assumptions of voxeljet AG and are based on current plans, estimates and forecasts made by voxeljet AG on the basis of its best knowledge, but do not constitute any statement with respect to their future accuracy. You should not place undue reliance on these statements. voxeljet AG cannot provide assurances that the matters described in this press release will be successfully completed or that voxeljet AG will realize the anticipated benefits of any transaction. Forward-looking statements are subject to risks and uncertainties, which are usually difficult to predict and ordinarily not in the domain of influence of voxeljet AG. These risks and other factors are discussed in more detail in the Company's public filings with the SEC. It should be noted that actual events or developments could materially differ from the events and developments described or included in the forward-looking statements. Statements made herein are as of the date hereof and should not be relied upon as of any subsequent date. The Company disclaims any obligation to update any forward-looking statements except as may be required by law.

Investors and Media

Johannes Pesch

Director Business Development & Investor Relations

johannes.pesch@voxeljet.de

Office: +49 821 7483172

Source: voxeljet AG

FAQ

What is the principal amount of the New Loan Note issued by voxeljet AG to Anzu?

The New Loan Note has a principal amount of USD 5,500,000.00.

What is the maturity date of the Existing Loan Note?

The Existing Loan Note has a maturity date of January 3, 2028.

How will the New Loan Note be made available?

The New Loan Note will be made available in two tranches of USD 2,750,000.00 each.

What will the Company use the net loan proceeds for?

The Company will use the net loan proceeds for financing the operative business and for effecting the delisting and deregistration of its ADSs.

Under which act were the New ADRs offered?

The New ADRs were offered under Section 4(a)(2) of the U.S. Securities Act of 1933.

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