Issuance of convertible notes and warrants to L1 Capital and free warrants to existing shareholders with renewed terms 1:14

Pursuant to the authority granted by the general meeting held on 10 November 2017, the board of directors in Bayn Europe AB (publ) (“Bayn” or “the Company”) has resolved to issue 60 convertible notes with warrants attached in the Company, not applying the shareholders' pre-emption rights pursuant to the agreement with European Select Growth Opportunities Fund publicized on 25 October 2017. The 60 convertible notes constitute the first tranche of SEK 3 million out of the total commitment of SEK 20 million.

In connection with the transaction, the board of directors will also issue free warrants to existing shareholders. One (1) warrant is allotted for fourteen (14) shares, entailing a change of the previous published terms. A new record date for the right to receive the warrants will be established. The warrants issued to the shareholders are of the same kind as the warrants issued to the investor. One (1) warrant will give right to subscribe to one (1) new share at an exercise price of SEK 3.20. The Warrants have a maturity of three (3) years from the date of the registration of their issuance with the Swedish Companies Registration Office.

Based on the closing price of today (i.e. SEK 3), the conversion of all the convertible notes of this first tranche of SEK 3 million would give rise to the issuance of 1 386 937 shares. The convertible notes bear no interest and have a maturity of 12 months from the date of the registration of their issuance s with the Swedish Companies Registration Office. During their term, the Investor may request to convert any or all of the Notes at a variable conversion price representing a discount to the lowest daily closing bid price over the 15 trading days (the “Reference Price”) preceding the conversion date.

The exercise of all the warrants (issued to the investor and the shareholders)would give rise to the issuance of 1,386,937 shares.

The complete terms and conditions of the convertible notes and the warrants will be published on Bayn’s website.

About Bayn Europe

Bayn Europe is an independent formulation developer of cutting edge and healthy sugar reduction solutions for the food and beverage industry. Bayn’s total solutions focus on taste, texture and cost-in-use. Bayn’s product portfolio contains ingredients and sugar replacers for food and beverage applications. Bayn’s business model is based on solid networks of scientific research, market channel partnerships and contracted manufacturers.  Bayn Europe was founded in 2009 in Stockholm, Sweden, and is listed at Nasdaq Stockholm, First North, since 2014.

Mangold Fondkommission AB is Bayn’s Certified Adviser. Telephone +46-8-5030 1550.

For more information, please contact:  Peter Werme, Bayn Europe, email  [email protected]

Denna information är sådan information som Bayn Europe AB är skyldigt att offentliggöra enligt EU:s marknadsmissbruksförordning. Informationen lämnades, genom ovanstående kontaktpersons försorg, för offentliggörande den 16 november 2017 kl. 08.30 CET

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About the Author: Carrie Brunner

Carrie Brunner grew up in a small town in northern New Brunswick. She studied chemistry in college, graduated, and married her husband one month later. They were then blessed with two baby boys within the first four years of marriage. Having babies gave their family a desire to return to the old paths – to nourish their family with traditional, homegrown foods; rid their home of toxic chemicals and petroleum products; and give their boys a chance to know a simple, sustainable way of life. They are currently building a homestead from scratch on two little acres in central Texas. There’s a lot to be done to become somewhat self-sufficient, but they are debt-free and get to spend their days living this simple, good life together with their five young children. Carrie writes mostly on provincial stories.
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