ExpreS2ion announces TO5 warrant exercise price and start of subscription period
CEO Bent Frandsen comments:
“As mentioned previously, I am proud to announce that the Board of Directors and Management have unanimously agreed to fully exercise their TO5 warrants. Collectively, our holdings amount to 65,142 TO5 warrants, representing 1.2% of the total outstanding TO5 warrants. Our participation reflects our full commitment to the direction of the company, including the transition to a pipeline driven strategy, as well as the potential for our leading COVID-19 and HER2 breast cancer vaccine candidates. In the near term, we are looking forward to the Phase II trial readout for the ABNCov2 COVID-19 vaccine and related start of the now-funded Phase III trial, as well as the preclinical animal proof of concept for ExpreS2ion’s ES2B-C001 breast cancer vaccine.”
ExpreS2ion’s Chairman Martin Roland Jensen comments:
“The funds raised through the TO5 warrant subscription are an important step and resource in our transition to a pipeline driven strategy. As Bent mentions above, I will also fully exercise all my TO5 warrants during the subscription period. Going into the TO5 subscription period, I hold 670,462 ExpreS2ion shares, amounting to 2.3% of outstanding shares and a very significant portion of my personal savings. I am fully committed to ExpreS2ion and confident of a great future for our company, and I am looking forward to continuing to steer the company on the next steps of its journey.”
ExpreS2ion completed a rights issue of units during the third quarter of 2020. One (1) unit consisted of one (1) newly issued share, one (1) warrant of series TO4 and one (1) warrants of series TO5. Three warrants give the owner the right to subscribe for one (1) new share in the Company. The exercise price for the warrants of series TO5 is to be determined to 70 percent of the volume-weighted average price in the Company’s share on Nasdaq First North Growth Market during the measurement period, from August 23, 2021, to September 3, 2021, but at least SEK 6 and a maximum of SEK 25 per share. During the measurement period, the volume-weighted average price in the Company’s share was approximately SEK 52.43, therefore the exercise price for the warrants of series TO5 is set to SEK 25.00. The subscription period for warrants of series TO5 runs from September 6, 2021, up to and including September 20, 2021.
If all the warrants of series TO5 are exercised, the Company will receive approximately SEK 45 million before issuing costs. For the warrants to not expire without value, it is required that the holder actively subscribes for new shares no later than September 20, 2021, or sell the warrants no later than September 16, 2021. Please observe that certain nominees might close their applications earlier than September 20, 2021.
Full terms and conditions regarding the warrants and information about the Company is available in the prospectus which was approved by the Swedish Financial Supervisory Authority (the “SFSA”) and published by the Company on September 29, 2020. The prospectus is available on the Company’s investor relations website investor.expres2ionbio.com, as well as the SFSA’s website www.fi.se.
Summarized terms for the warrants of series TO5
- Subscription period: September 6 – September 20, 2021
- Issue size: 5,455,297 warrants of series TO5, which entitles to subscription of 1,818,432 shares. If all the warrants are exercised, The Company will receive approximately SEK 45 million before issuing costs.
- Exercise price: SEK 25.00 per share
- Last day for trading warrants of series TO5: September 16, 2021
- Dilution etc.: If all warrants are exercised the share capital will increase by SEK 202,048, from SEK 3,264,799 to SEK 3,466,847. If all warrants are exercised the number of shares will increase with 1,818,432 shares, from 29,383,191 shares to 31,201,623 shares. The dilution at the exercise of all warrants amounts to 5.8% percent of the number of shares and number of votes.
Note that the warrants that are not exercised at the latest September 20, 2021, or sold at the latest September 16, 2021, will expire without value. For the warrants not to lose their value, the holder must actively subscribe for new shares or sell the warrants.
How warrants are exercised
- Nominee-registered warrants (Custody account) – Subscription and payment by the exercise of warrants shall be made in accordance with instructions from each nominee. Please contact your nominee for additional information.
- Direct-registered warrants (Securities account) – No issue report nor any instructions regarding payments will be sent out. Subscriptions will be made through simultaneous payment in accordance with the instructions on the application form.
The warrants will then be replaced by interim shares awaiting registration at the Swedish Companies Registration Office.
The application form including instructions for payment will be available at ExpreS2ion’s investor relations website, investor.expreS2ionbio.com and Arctic Securities website (www.arctic.com/secse).
Advisors
Arctic Securities AS, filial Sverige is the financial advisor and issuing agent to the Company regarding the warrants.
Certified Adviser
Svensk Kapitalmarknadsgranskning AB
Telefon: +46 11 32 30 732
E-post: ca@skmg.se