PARTNERING WITH KRY
Rewarding builders
with secondaries
Kry is building the leading digital-first healthcare provider in Europe, with a hybrid model combining telemedicine with in-person clinics. Starting in Sweden, they expanded into France and the UK, where they’ve grown into local leaders. Kry employs 550 people, all of which own equity in the business.
Volume
EUR 3M
Verification
KYC & AML checks
Geographies
6
Response time
>15 mins
Sellers
134
Transaction docs
1376
Volume
EUR 3M
Instruments
Warrants, UK CSOPs,
UK NTAs
Tax regimes
10+
Currencies
4
The
challenge
Promoting a culture of ownership and making equity tangible to employees is core to the talent strategy at Kry.
Sell to cover. To cover for their exercise cost and tax liability, employees had to sell a portion of their vested shares.
Cashless exercise. To avoid out of pocket financing for the sellers, the exercise cost had to be taken from the transaction price.
Direct exercise. To let options holders exercise their options by their own means, a dedicated solution had to be built.
134 sellers. 4 currencies. 6 countries. Semper coordinated efforts with the finance, legal & people teams at Kry, captable provider Ledgy as well as corporate lawyers MSA.
Semper came as a partner at a crucial time and basically saved our asses for the decisions we had made distributing warrants.
Luke Buhl-Nielsen, CFO
Setup
Kry set the rules, Semper orchestrated the transaction.
Available volume for sale, investor materials, taxes, corporate processes, currency hedge … Semper provided the playbook and operational expertise to run secondary transactions with multiple jurisdictions and currencies.
€
SEK
Investor
process
Quick & Confidential does the trick.
Secondary transactions require a quick & confidential process with professional investors who understand the tech asset class. Over 6 weeks, Semper ran a process with a special emphasis on Nordic & healthcare investors and helped Kry tap into a network of 200+ professional investors from family offices to hedge funds.
Execution
Pieces set. Let’s put them in motion.
From collecting seller information to wiring monies, Semper handled the entire workstream on platform and closing happened within 3 weeks.
Semper coordinated with Kry & corporate lawyers MSA to produce the legal documents required for the transaction (SPA, S431 election, exercise notice, …).
Semper managed the tax workstream for sell to cover & withholding with help of Kry’s local providers.
Semper onboarded and KYC’d all the sellers (individuals and corporates), then executed all legal documents with the usage of Power of Attorneys and escrow signatures.
Payments
Kry set the rules, Semper orchestrated the transaction.
Cashless secondary transactions require careful handling of monies. Semper provided the infrastructure to collect the money from investors, then pay the exercise price and withholding taxes to Kry, collect the Semper fee, and pay the proceeds to the sellers.
Customer support & education
Kry set the rules, Semper orchestrated the transaction.
Sellers are often participating in their first secondary transactions. Reactiveness of support is often key to closing within the set timeframe. Semper provided support on all questions related to the Semper Team Liquidity Program, the direct exercise of options, the nature of the equity sellers held. Semper did not provide financial advice.
Post transaction
Kry set the rules, Semper orchestrated the transaction.
Secondary transactions should be as seamless as possible. Through the Semper partnership with Ledgy, Kry was able to update the captable register almost immediately. Semper also provided support with post-transaction requirements such as tax fillings.
