Swvl Holdings Corp Announces Private Placement with Board Member Involvement

TL;DR

Swvl just raised cash via private placement, with board members buying in.

AI Summary

On November 17, 2024, Swvl Holdings Corp entered into a securities purchase agreement for a private placement financing. Certain investors, including board members, agreed to purchase 981,211 shares of the Company's common stock.

Why It Matters

This private placement indicates continued investment from key stakeholders, potentially signaling confidence in the company's future prospects.

Risk Assessment

Risk Level: medium — Private placements can dilute existing shareholders and may indicate a need for immediate capital, but board member participation suggests internal confidence.

Key Numbers

• 981,211 — Shares in Private Placement (Number of shares of common stock to be purchased by investors in the private placement.)

Key Players & Entities

• Swvl Holdings Corp (company) — Registrant
• November 17, 2024 (date) — Date of Securities Purchase Agreement
• 981,211 (dollar_amount) — Number of shares to be purchased

FAQ

Key Financial Figures

• $0.0025 — of the Company’s ordinary shares, $0.0025 par value per share or pre-funded warra
• $4.79 — in lieu thereof, at a purchase price of $4.79 per share. The offering is expected to
• $4.7 million — ult in gross proceeds to the Company of $4.7 million. The Company intends to use the net pro
• $4.7 Million — itled: “SWVL Announces Pricing of $4.7 Million Private Placement Priced At-the-Market

Filing Documents

• tm2428684d1_6k.htm (6-K) — 15KB
• tm2428684d1_ex99-1.htm (EX-99.1) — 10KB
• tm2428684d1_ex99-2.htm (EX-99.2) — 179KB
• tm2428684d1_ex99-3.htm (EX-99.3) — 90KB
• tm2428684d1_ex99-4.htm (EX-99.4) — 16KB
• tm2428684d1_ex99-1img001.jpg (GRAPHIC) — 25KB
• 0001104659-24-119980.txt ( ) — 346KB

From the Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of November 2024 (Report No. 2) Commission File Number: 001-41339 Swvl Holdings Corp The Offices 4, One Central Dubai World Trade Centre Dubai, United Arab Emirates (Address of principal executive office) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F Form 40-F CONTENTS Private Placement Offering On November 17, 2024, Swvl Holdings Corp (“Swvl” or the “Company”) entered into a definitive securities purchase agreement for a private placement financing with certain investors, including certain board members of the Company (the “Securities Purchase Agreement”). Under the Securities Purchase Agreement, the investors have agreed to purchase 981,211 of the Company’s ordinary shares, $0.0025 par value per share or pre-funded warrants in lieu thereof, at a purchase price of $4.79 per share. The offering is expected to result in gross proceeds to the Company of $4.7 million. The Company intends to use the net proceeds from the sale of the securities for working capital and general corporate purposes, including the including the expansion of its operations in the United States. The closing of the offering is expected to occur on or about November 19, 2024, subject to the satisfaction of customary closing conditions. The purchasers in the offering also agreed to execute lock up and leak out agreements (the “Lock Up Agreement”) pursuant to which they agreed t o lock up the securities purchased in the offering for a period of six months, as well as agreed to transfer up to twenty percent of the securities purchased for each ninety-day period thereafter in an amount not more than twenty percent of the trading volume on a proposed date of sale. The securities described herein (the “Securities”) have not been registered under the Securities Act of 1933, as amended, and may not be sold in the United This Report on Form 6-K (the “Report”) shall not constitute an offer to sell or the solicitation of an offer to buy the Securities, nor shall there be any sale of these Securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. On November 18, 2024, Swvl issued a press release titled: “SWVL Announces Pricing of $4.7 Million Private Placement Priced At-the-Market Under Nasdaq Rules to Accelerate Expansion in High Value Markets.” A copy of this press release is furnished herewith as Exhibit 99.1. The foregoing summaries of the Securities Purchase Agreement, pre-funded warrants, and Lock Up Agreement do not purport to be complete and are qualified in their entirety by reference to the Securities Purchase Agreement, pre-funded warrant and the Lock Up Agreement, which are attached as Exhibits 99.2, 99.3, and 99.4, respectively, to this Report and are incorporated herein by reference. This Report incorporated by reference into Swvl’s Registration Statement on Form F-3 (Registration No. 333-279918) and Form S-8 (Registration No. 333-265464) filed with the Securities and Exchange Commission, to be a part thereof from the date on which this Report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished. EXHIBIT INDEX Exhibit Description of Exhibit 99.1 Press release titled: “SWVL Announces Pricing of $4.7 Million Private Placement Priced At-the-Market Under Nasdaq Rules to Accelerate Expansion in High Value Markets.” 99.2 Form of Securities Purchase Agreement 99.3 Form of Pre-Funded Warrant 99.4 Form of Lock Up and Leak Out Agreement SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. SWVL HOLDINGS CORP Date: November 18, 2024 By: /s/ Mostafa Kandil Name: Mostafa Kandil Title: Chief Executive Officer

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