RightBridge Ventures Group AB Signs Definitive Agreement with Swemar Invest - a Maritime and Defense Group
RightBridge Ventures Group AB (publ) ("the Company" or "RBV") has entered into a definitive agreement for a reverse takeover (RTO) of Swemar Invest Corp ("Swemar").
This agreement follows the letter of intent (LOI) signed on June 25. Swemar operates within the maritime and defense-related sectors, including shipbuilding, ship brokerage, vessel ownership, and vessel operations. Swemar is also active in the construction of ships and equipment for the oil and offshore industries, offshore wind power, aquaculture, design, research and development, as well as ownership in U.S.-based shipyards.
Swemar has a clear ambition for rapid growth through extensive acquisition activities within the maritime and defense-related industries. The indicative enterprise value of Swemar is approximately SEK 450 million.
“Swemar represents a pivotal step for RightBridge. The company is now entering a solid industry expected to see increased demand in the coming years,” says Mads Jørgensen, Board Member.
Warrant Distribution to Shareholders
The purchase consideration is intended to be paid through a combination of 85,714,285,714 newly issued RBV shares and the remaining 16 percent through a seller promissory note. As part of a strategic review initiated in the first half of 2025, RBV’s Board has evaluated potential structural measures to strengthen the Company’s long-term position and create shareholder value. The proposed reverse takeover of Swemar is viewed as a natural step in this strategic direction.
The transaction is structured so that, upon completion, the current owners of Swemar will hold 98.67 percent of the shares in RBV. All existing shareholders of RBV will be allotted 10 subscription warrants for each share they hold as of the day following the completion of the transaction. Details of the warrant structure will be determined in connection with the upcoming Extraordinary General Meeting (EGM).
M&A Activities
Swemar has a pipeline of potential acquisition opportunities currently under evaluation.
One such opportunity was reported on July 2, when Swemar signed an agreement to acquire a leading offshore oil services company with operations in the Middle East, India, and Southeast Asia. The company operates a fleet consisting of Anchor Handler Tug Supply (AHTS) vessels, as well as crew and transport vessels. Three of the vessels are owned directly, while an additional five to ten vessels are operated under charter or management agreements.
The transaction is expected to have a positive financial impact, with an anticipated EBITDA contribution of approximately USD 11 million over the next twelve months. This is based on firm contracts with international blue-chip customers such as Saipem, NMDC Group, Larsen & Toubro, Aramco, and others.
Completion of the transaction is subject to satisfactory due diligence, approval of final documentation, and resolutions at the upcoming Extraordinary General Meeting.
This information is information that RightBridge Ventures Group AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 08:30 CEST on 11 July 2025.
For more information, please contact:
Claes Kalborg, CEO
Phone: +46 73 444 55 07
Email: claes.kalborg@rightbridge.se
Mads Jørgensen, Board Member
Phone: +45 28 97 15 75
Email: mvj@bluehorizoninvestment.com
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