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Beskrivning
| Land | Danmark |
|---|---|
| Lista | Spotlight DK |
| Sektor | Hälsovård |
| Industri | Medicinteknik |
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR TO THE UNITED STATES, AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEALAND, SWITZERLAND, SINGAPORE, SOUTH AFRICA, SOUTH KOREA, RUSSIA, BELARUS OR ANY OTHER JURISDICTION WHERE THIS PRESS RELEASE IS DISTRIBUTABLE WOULD BE ILLEGAL OR REQUIRE ADDITIONAL ACTIONS THAN SUCH ACTIONS RESULTING FROM DANISH LAW. SEE THE "IMPORTANT INFORMATION" SECTION AT THE END OF THIS PRESS RELEASE.
Copenhagen, Denmark, 4 September 2024 - Curasight A/S ("Curasight" or the "Company" - TICKER: CURAS) today announces that the Board of Directors has resolved on a directed issue of units (warrants of series TO2 and series TO3) (the "Directed Issue") to Fenja Capital II A/S ("Fenja") and a preferential rights issue of units (warrants of series TO2 and series TO3) (the "Rights Issue") to the shareholders in the Company, in accordance with the Company's announcement on 14 June 2024. The proceeds from the warrants issued through the Directed Issue and the Rights Issue are to be used to fund the advancement of Curasight's pipeline within the field of radiopharmaceuticals, enabling the parallel development of the Company's diagnostic uTRACE® platform and radioligand therapy uTREAT® platform, as well as support activities connected to the ongoing collaboration with Curium Inc. The transaction ensures strategic flexibility, with the full financing extending the cash runway into the second half of 2025. The subscription period in the Rights Issue commences on 16 September 2024 and ends on 30 September 2024. A prospectus will be published when approved by the Danish Financial Supervisory Authority, prior to the subscription period.
Directed issue of units
The Board of Directors has today, with support from the authorization from the Extraordinary General Meeting on the 2 July 2024, decided to execute a directed issue of 625,000 units, comprising a total of 1,250,000 warrants of series TO2 and 625,000 warrants of series TO3, to Fenja. The units are subscribed at a subscription price of DKK 0.01 per unit. For more information about the warrants of series TO2 and series TO3, see "Warrants of series TO2 and series TO3". The decision is made in accordance with what was communicated by the Company through a press release on 14 June 2024.
It is to be noted that the Directed Issue itself will not increase the number of shares or the share capital. Existing shareholders will thus not experience a dilution effect after the Directed Issue.
Rights Issue of units
In addition to the decision above, the Board of Directors has, with support from the authorization from the Extraordinary General Meeting on the 2 July 2024, decided to execute a preferential rights issue of a total 1,216,907 units, consisting of a total of 2,433,814 warrants of series TO2 and 1,216,907 warrants of series TO3.
Those who are shareholders on the record date of 13 September 2024 will receive one (1) unit right for each (1) share in Curasight. Seventeen (17) unit rights give the shareholder the right to subscribe for one (1) unit at a price of DKK 0.01 per unit. One (1) unit consists of two (2) warrants of series TO2 and one (1) warrant of series TO3. Those who are not shareholders in Curasight will not receive unit rights and will thus not be able to participate in the Rights Issue.
It is to be noted that the Rights Issue itself will not increase the number of shares or the share capital. Existing shareholders who choose not to participate in the Rights Issue will thus not experience a dilution effect after a fully subscribed Rights Issue.
Warrants of series TO2 and series TO3
Warrants of series TO2 will have an exercise period that runs from and including the 21[st] of November 2024 until and including 5[th] of December 2024. The exercise price for warrants of series TO2 will be set on the day before exercise period and will be based on the Volume Weighted Average Price in the Company's share 20 days back, with a discount of 30 percent and be within the range DKK 11.50-15.55. Through the exercise of warrants of series TO2, Curasight can receive a maximum of approximately DKK 57.3 million. The warrants of series TO2 will be subject to trading at Spotlight Stock Market.
If the Rights Issue is fully subscribed and all warrants of series TO2 issued in the Rights Issue and the Directed Issue are exercised the share capital will increase by DKK 184,190.70 to DKK 1,218,312.05 and the number of shares will increase by 3,683,814 to 24,366,241, resulting in a dilution of approximately 15.1 percent.
Warrants of series TO3 will have an exercise period that runs from and including the 4[th] of June 2025 until and including 18[th] of June 2025. The exercise price for warrants of series TO3 will be set on the day before exercise period and will be based on the Volume Weighted Average Price in the Company's share 20 days back, with a discount of 30 percent and be within the range DKK 15.55-19.40. Through the exercise of warrants of series TO3, Curasight can receive a maximum of approximately DKK 35.7 million. The warrants of series TO3 will be subject to trading at Spotlight Stock Market.
If all warrants of series TO3 issued in the Rights Issue and the Directed Issue are exercised, the share capital will increase by an additional DKK 92,095.35 to DKK 1,310,407.40 and the number of shares will increase by an additional 1,841,907 to 26,208,148, resulting in a dilution of approximately 7.0 percent.
Timeline
The timeline is illustrated below:- Early/mid-September 2024 - Prospectus is approved by the DFSA and published
- 11 September 2024 - Last day of trading in Curasight's shares including the right to receive unit rights
- 12 September 2024 - First day of trading in Curasight's shares excluding the right to receive unit rights
- 12 September 2024 - First day of trading in unit rights
- 13 September 2024 - Record date to receive unit rights
- 16 September 2024 - Subscription period and trading in BTU commences
- 26 September 2024 - Last day of trading in unit rights
- 30 September 2024 - Subscription period ends
- 3 October 2024 - Outcome of preferential rights issue is announced
- Mid-October 2024 - Preferential rights issue is registered at Erhvervsstyrelsen and end of trading in BTU
- Mid/late-October 2024 - Trading in warrants of series TO2 and series TO3 starts
- 21 November 2024 - Start of the exercise period for warrants of series TO2
- 3 December 2024 - Last day of trading in warrants of series TO2
- 5 December 2024 - End of the exercise period for warrants of series TO2
- 4 June 2025 - Start of the exercise period for warrants of series TO3
- 16 June 2025 - Last day of trading in warrants of series TO2
- 18 June 2025 - End of the exercise period for warrants of series TO3
Anticpated timeline for Objectives
2024- Q4 Last patient included, part I - uTRACE® (Phase II, Prostate Cancer, Partnered project)
- Q4 Preliminary efficacy data - uTRACE® (Phase II, Prostate Cancer, Partnered project)
- H1Acceptance of CTA by EMA - uTREAT® (Phase I/IIa, Therapeutic program, First indication)
- H1 Last patient included, Part II - uTRACE® (Phase II, Prostate Cancer, Partnered project)
- H1 First patient dosed, part I - uTREAT® (Phase I/IIa, Therapeutic program, First indication)
- H2 Topline results, Phase II - uTRACE® (Phase II, Prostate Cancer, Partnered project)
- H2 Preliminary efficacy data - uTREAT® (Phase I/IIa, Therapeutic program, First indication)
- H2 First patient included, part II - uTREAT® (Phase I/IIa, Therapeutic program, First indication)
Long term strategic Objective
2026- Acceptance of CTA by EMA and first patient included part I - uTREAT® (Phase I/IIa, Therapeutic program, Basket trial)
- Last patient included, part II - uTREAT® (Phase I/IIa, Therapeutic program, First indication)
- Topline results, Phase I/IIa - uTREAT® (Phase I/IIa, Therapeutic program, First indication)
- Last patient included, part I and preliminary efficacy data - uTREAT® (Phase I/IIa, Therapeutic program, Basket trial)
Future capital need
Provided that the warrants of series TO2 and TO3 are exercised in full and at the highest exercise price, Curasight will have funds to finance its operations into the second half of 2025. Future potential strategic or out-licensing partnerships with big pharma or capital injections from institutional investors are not included in the current assessment of the company's cash position.
Prospectus and teaser
A prospectus in relation to the Rights Issue is for review by the Danish Financial Supervisory Authority (the "DFSA") and will be published on the Company's website (www.curasight.com), Sedermera Corporate Finance AB's website (www.sedermera.se) and Spotlight Stock Market (www.spotlightstockmarket.com) as soon as it has been approved. The Company will also publish a teaser, describing the offer and terms in brief, to be published in connection with the start of the subscription period.
Advisors
Sedermera Corporate Finance AB is the Company's financial advisor in connection with the capitalization. DLA Piper has been the Company's legal advisor. Nordic Issuing AB is the settlement agent.