Ortelius secures SEK 20.8M convertible facility, draws first SEK 3.5M tranche
What's the deal? Ortelius International AB has secured a convertible bond facility of up to SEK 20.8 million (about $2.1 million) from Loft Structured Opportunities Fund I, part of Loft CapitalDealroom has a profile for this one. Try Dealroom →, which is leading the financing. The Swedish company simultaneously submitted a drawdown notice for the first sub-tranche of SEK 3.5 million.
How it's structured: Loft Capital has committed to subscribe to up to 208 convertible bonds, each with a par value of SEK 100,000. The facility is split into five tranches over a 24-month commitment period: an initial SEK 3.5 million, a second SEK 2.3 million available 30 trading days later, and three further tranches of SEK 5.0 million each.
The terms: The bonds bear no interest and each tranche matures 12 months from subscription. Conversion is priced at the higher of 93% of the lowest daily VWAP over the ten trading days before a conversion notice, or the shares' quota value. Ortelius will also issue warrants to Loft Capital, free of charge, with each tranche.
The collateral: To secure its obligation to deliver shares on conversion, Ortelius will issue 30,000,000 new collateral shares to Loft Capital at quota value, for SEK 1,125,000. Those shares represent roughly 24% of current shares outstanding, but voting rights transfer back to the company, and any unused shares return to Ortelius for no consideration once the facility is settled.
Why now? Convertible facilities give smaller listed companies flexible, staged access to capital without an immediate equity raise. The tranche structure lets Ortelius draw funds as needed over two years rather than in a single hit.
What could go wrong? Because the conversion price tracks the lowest recent VWAP, a falling share price means more shares issued per conversion — a dilution risk for existing holders. The 30 million collateral shares add further potential dilution if converted.
The signal: For a listed microcap, the flexible, interest-free structure signals a preference for staged, market-priced financing over conventional debt.
Read more: MFN
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