Swvl, Dubai-based provider of transformative mass transit and tech-enabled shared mobility solutions, has secured additional private placement (PIPE) investments in line with its proposed business combination with Queen’s Gambit Growth Capital (Queen’s Gambit), a blank cheque company.
The company has entered into agreements for an additional $21.5 million of common stock in a PIPE with additional new flagship investors including the European Bank for Reconstruction and Development (EBRD). These institutions join a distinguished group of global strategic and financial investors providing fully committed PIPE financing for the transaction, including Agility, Luxor Capital Group, Chimera, and Zain.
“Armed with additional funding certainty, we are confident in Swvl’s ability to bring its transformative technology and services to new markets, in turn transforming a $1 trillion global mass transit industry that is sorely in need of effective solutions. We look forward to completing the business combination, entering the public market, and continuing to create tremendous value for all stakeholders.”
Commenting on the new investments, Mr. Youssef Salem, CFO of Swvl, said, “We greatly appreciate that many highly regarded global investors including EBRD have clear confidence in our growth strategy. With this additional infusion of growth capital, we expect to be even better positioned to pursue further organic and inorganic strategic initiatives after our recent acquisitions of controlling interests in Shotl and Viapool and investments in mass transit platforms in Mexico and the UK.”
The investment terms are significantly similar to those in the initial PIPE financing announced in conjunction with Swvl’s proposed business combination transaction with Queen’s Gambit last year. This additional investment will boost the aggregate amount of expected PIPE proceeds to $121.5 million, offering additional capital to fund Swvl’s expansion efforts and further investments in its proprietary technology platform.
Swvl has completed pre-funding of $66.5 million out of the PIPE to speed up its growth strategy. The investors that pre-funded the PIPE have bought exchangeable notes of Swvl. At the closing of Swvl’s business combination with Queen’s Gambit, each exchangeable note will be automatically exchanged for shares of the combined company at an exchange price of $8.5 per share for $45.5 million of notes that were issued in 2021 and $9.1 per share for $21 million of notes that were issued in 2022.
EBRD’s commitment is subject to entering into an investment framework agreement governing certain institutional requirements, including social and environmental policies and practices, corporate governance, and compliance matters and use of proceeds.
Ms. Victoria Grace, Founder and CEO of Queen’s Gambit Growth Capital, said, “Since announcing our proposed business combination with Swvl, the Swvl team has gone well beyond every element of its business plan, with strong execution across its existing markets, while pursuing additional attractive market opportunities in new geographies. The additional capital is expected to allow Swvl to continue to create significant value for all stakeholders.”