The Board of Directors of NextCell Pharma AB (“NextCell” or the “Company”) has prepared a prospectus (the “Prospectus”) relating to the new issue of shares with preferential rights for existing shareholders of approximately SEK 25.1 million (the Rights Issue”), which was resolved by the Board of Directors on 15 May 2020 and approved by the extraordinary general meeting on 3 June 2020. The Prospectus has today been approved and registered by the Swedish Financial Supervisory Authority. Today, the Company also announces the intention of change of listing. The Company has obtained conditional approval from Nasdaq, including customary reservations, regarding admission to trading of the Company’s shares on Nasdaq First North Growth Market.
Not for publication, distribution or announcement, directly or indirectly, in or into the USA, Australia, Japan, New Zealand, Singapore, South Africa, Hong Kong, Canada or any other jurisdiction in which publication, distribution or announcement of this press release is unlawful or is subject to legal restrictions other than those required by Swedish law.
Publication of Prospectus
The Prospectus has been prepared relating to the Rights Issue and has today, 3 June 2020, been approved by and registered with the Swedish Financial Supervisory Authority. The Prospectus, containing full terms and conditions, and application forms are available on the Company’s website (http://www.nextcellpharma.com). The Prospectus will also be available on the Swedish Financial Supervisory Authority’s website (http://www.fi.se).
Summary of the Rights Issue
- The Rights Issue will, upon full subscription, provide the Company with approximately SEK 25.1 million before issue costs.
- All existing shareholders will receive two (2) subscription rights for every one (1) shares owned on the record date 3 June 2020. Nine (9) subscription rights entitle the holder to subscribe for one (1) new shares at a subscription price of SEK 5.90 per share.
- The subscription period for subscription of shares runs from 5 June 2020 up to and until 22 June 2020.
- The Rights Issue is covered by 33.64 per cent of subscription undertakings and 66.36 per cent by guarantee commitments and is thus fully guaranteed. No compensation is paid for provided subscription undertakings.
- The Company’s largest owner Diamyd Medical AB and Chairman of the Board of Directors Anders Essen-Möller have undertaken to subscribe for their pro rata share in the Rights Issue.
- The Company’s partner and Europe’s largest stem cell bank, Polski Bank Komorek Macierzystych, has committed to subscribe for approximately SEK 1.1 million.
Preliminary timetable for the Rights Issue
|1 June 2020||Last trading day in NextCells’s shares including the right to receive subscription rights in the Rights Issue|
|2 June 2020||First trading day in NextCell’s shares excluding the right to receive subscription rights in the Rights Issue|
|3 June 2020||The record date for obtaining subscription rights in the Rights Issue|
|5 June – 22 June 2020||Subscription period of the Rights Issue|
|5 June – 17 June 2020||Trade in subscription rights on Spotlight Stock Market|
|24 June 2020||The expected date for the announcement of the outcome in the Rights Issue|
Change of listing to Nasdaq First North Growth Market
The Board of Directors of NextCell intends, as a subsequent step following the Rights Issue, to make a list change from Spotlight Stock Market to Nasdaq First North Growth Market. A listing on Nasdaq First North Growth Market would create the conditions for improved liquidity in the share and increase the interest for the Company from international investors.
Conditional approval for admission to trading of the Company’s shares has been obtained from Nasdaq, containing customary reservations. The list change is planned to take place in July. Information on the first day of trading on Nasdaq First North Growth Market will be announced by the Company through a press release. The Company’s shareholders do not need to take any measures in connection with the change of listing.
Vator Securities AB is financial advisor, and Eversheds Sutherland Advokatbyrå is legal adviser to NextCell in connection with the Rights Issue. Avanza Bank AB is issuing agent in connection with the Rights Issue.
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For more information about NextCell Pharma AB, please contact:
Mathias Svahn, CEO
Sofia Fredrikson, CFO
Phone: 08-735 5595