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| Land | Sverige |
|---|---|
| Lista | Small Cap Stockholm |
| Sektor | Hälsovård |
| Industri | Bioteknik |
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At the extraordinary general meeting (the “EGM”) of Mendus AB (publ), reg. no. 556629-1786, (the “Company”), on 16 December 2025 adopted, inter alia, the following resolutions. For more detailed information regarding the contents of the resolutions, please refer to the notice to the EGM and the complete proposals, which have previously been published and are available on the Company’s website, www.mendus.com.
Resolution on approval of a directed issue to Erik Manting, Sven Andreasson and Dharminder Chahal
The EGM resolved to approve the Board of Directors resolution of 18 November 2025, on a directed issue of ordinary shares to the Company’s CEO Erik Manting and the members of the Board of Directors Sven Andreasson and Dharminder Chahal, in their capacity as participants in the accelerated book-building issue that was performed 18 November 2025. The new ordinary shares are issued at a subscription price of SEK 5 per share. The Board of Directors considers the subscription price to be in line with market conditions as it has been determined through an accelerated book building procedure. The share issue consists of a maximum of 310,000 ordinary shares, entailing an increase of the share capital with a maximum of approximately SEK 310,000.
Resolution on approval of a directed issue to Van Herk Investments B.V.
The EGM resolved to approve the Board of Directors resolution of 18 November 2025, on a directed issue of ordinary shares to Van Herk Investments B.V. (”VHI”), in its capacity as a participant in the accelerated book-building issue that was performed 18 November 2025. The new ordinary shares are issued at a subscription price of SEK 5 per share. The Board of Directors considers the subscription price to be in line with market conditions as it has been determined through an accelerated book building procedure. The share issue consists of a maximum of 1,331,207 ordinary shares, entailing an increase of the share capital with a maximum of approximately SEK 1,331,207. VHI will by way of the share issue increase its shareholding from approximately 34.51 percent to approximately 35.73 percent and has therefore sought and been granted an exemption from the mandatory bid obligation by the Swedish Securities Council.
Resolution on authorization for the Board of Directors to decide on issue of warrants to a creditor
The Company has entered into a loan agreement with Fenja Capital II A/S ("Fenja") regarding a loan of SEK 50 million, divided into two tranches. As part of the loan agreement, the Company has undertaken, provided that the Company resolves to utilize the first tranche of the loan (to be drawn before 31 January 2026), to issue warrants corresponding to a dilution of three (3) per cent based on the number of shares that the Company has following the capital raise carried out in connection with the Company entering into the loan agreement with Fenja.
The EGM resolved to authorize the Board of Directors to, for the period until the end of the next annual general meeting, on one or more occasions, with deviation from the shareholders' pre-emption rights, resolve on the issue of no more than 1,935,605 warrants to Fenja, or to such party as Fenja may designate. The warrants shall be issued free of charge and have a term of five years. The subscription price upon exercise of the warrants for subscription of shares shall amount to SEK 7. The deviation from the shareholders' pre-emption rights is in order to fulfil the terms of the loan agreement with Fenja.
Resolution regarding authorization for the board of directors to decide on new issue of ordinary shares and issue of warrants and/or convertibles
The EGM resolved in accordance with the board of directors' proposal to authorise the board of directors, during the period until the next annual general meeting, on one or more occasions and with or without deviation from the shareholders' preferential rights, to resolve on a new issue of ordinary shares and issue of warrants or convertibles against cash payment and/or with provision for non-cash consideration or set-off or otherwise with conditions. The number of shares, or warrants or convertibles that entitle to subscription of shares, that may be issued shall not exceed 20 percent of the number of registered shares in the Company at the time of the board of directors' first resolution under the authorisation.