Swvl Holdings Corp: Investors Exercise Rights for Additional Securities

Ticker: SWVLW · Form: 6-K · Filed: Feb 10, 2025 · CIK: 1875609

Sentiment: neutral

Topics: private-placement, capital-raise, securities

TL;DR

Swvl Holdings Corp raises more cash as investors exercise rights to buy 417,537 more shares.

AI Summary

On February 10, 2025, Swvl Holdings Corp announced that investors exercised their right to purchase an additional 417,537 securities under the Securities Purchase Agreement dated November 17, 2024. This action allows Swvl to raise further capital through this private placement offering.

Why It Matters

This filing indicates continued investor confidence and provides Swvl with additional capital, potentially strengthening its financial position for future operations and growth.

Risk Assessment

Risk Level: medium — The company is engaging in private placements, which can dilute existing shareholders and may indicate a need for capital, but the specific amount raised and its impact are not fully detailed.

Key Numbers

Key Players & Entities

FAQ

What is the total amount of capital Swvl Holdings Corp expects to raise from this exercise of rights?

The filing does not specify the total dollar amount raised, only the number of securities (417,537) purchased by investors.

What is the price per security for this private placement?

The filing does not disclose the price per security for the 417,537 securities purchased.

Who are the specific investors exercising their rights?

The filing refers to 'investors' generally and does not name the specific parties exercising their rights.

What is the purpose of the capital raised through this private placement?

The filing does not explicitly state the intended use of the capital raised from this exercise of rights.

What are the terms of the Securities Purchase Agreement dated November 17, 2024?

The filing states that the agreement allows investors to purchase additional securities, but the full terms are not detailed in this 6-K report.

Filing Stats: 703 words · 3 min read · ~2 pages · Grade level 11.5 · Accepted 2025-02-10 09:04:45

Key Financial Figures

Filing Documents

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 February 2025 (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 February 10, 2025, Swvl Holdings Corp (“Swvl” or the “Company”) announced that investors have exercised their right to purchase additional securities pursuant to the securities purchase agreement executed on November 17, 2024 (the “Securities Purchase Agreement”). Under the Securities Purchase Agreement, the investors have agreed to purchase 417,537 of the Company’s pre-funded warrants to purchase the Company’s ordinary shares, par value $0.0025 per share, at a purchase price of $4.79 per share. The offering resulted in gross proceeds to the Company of $2 million. The Company intends to use the net proceeds from the sale of the securities for working capital and general corporate purposes, including the expansion of its operations in the United States. The closing of the offering occurred on February 7, 2025. 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 purchase in the offering for a period of six months, as well as agreed to transfer up to twenty percent of the securities purchase 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 States absent registration or an applicable exemption from the registration requirements. 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 February10, 2025, Swvl issued a press release titled: “SWVL Announces $2 Million Private Placement Priced At-the-Market Under Nasdaq Rules.” 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 $2 Million Private Placement Priced At-the-Market Under Nasdaq Rules.” 99.2 Form of Securities Purchase Agreement (incorporated by reference to Exhibit 99.2 to the Report of Foreign Private Issuer on Form 6-K filed on November 18, 2024 (File No. 001-41339)). 99.3 Form of Pre-Funded Warrant (incorporated by reference to Exhibit 99.3 to the Report of Foreign Private Issuer on Form 6-K filed on November 18, 2024 (File No. 001-41339)). 99.4 Form of Lock Up and Leak Out Agreement (incorporated by reference to Exhibit 99.4 to the Report of Foreign Private Issuer on Form 6-K filed on November 18, 2024 (File No. 001-41339)). 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: February 10, 2025 By: /s/ Mostafa Kandil Name: Mostafa Kandil Title: Chief Executive Officer

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