Insplorion rights issue is registered and trading of BTUs ceases
November 24, 2023
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED KINGDOM, THE UNITED STATES, AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEALAND, SWITZERLAND, SINGAPORE, SOUTH AFRICA, SOUTH KOREA, RUSSIA, BELARUS OR IN ANY OTHER JURISDICTION WHERE THE DISTRIBUTION OF THIS PRESS RELEASE WOULD BE UNLAWFUL OR REQUIRE ADDITIONAL MEASURES OTHER THAN THOSE REQUIRED BY SWEDISH LAW. SEE SECTION "IMPORTANT INFORMATION" AT THE END OF THIS PRESS RELEASE.
Insplorion AB (publ) ("Insplorion" or the ”Company”) completed its rights issue of units on November 13. Shares and warrants of series TO2 in the rights issue have been registered by the Swedish Companies Registration Office and the last day for trading in paid subscribed units (BTU) is November 29. The issue provided the company with approximately SEK 11.8 million before issue costs. Upon full exercise of all warrants of series TO2 during the period March 11 – 25, 2024, the Company may receive an additional maximum of approximately SEK 23.6 million.
Insplorion's rights issue, which ended on November 13, 2023, has now been registered with the Swedish Companies Registration Office. Trading in BTUs will therefore cease and BTUs will be replaced with shares and warrants. The last day for trading in BTUs on Nasdaq First North Growth Market is November 29, 2023. Owners of BTUs will thereafter receive shares and warrants of series TO2, which are expected to be in the respective VP account or custody account on December 5, 2023.
Through the Rights Issue, the number of shares in the Company will increase by 7,862,508 shares from 13,090,234 shares to 20,952,742 shares. The Company's share capital increased by approximately SEK 1,179,376 from approximately SEK 1,963,536 to approximately SEK 3,142,912.
The number of registered warrants in the rights issue amounts to 7,862,508 warrants of series TO2, which entitle the holder to subscribe for 3,931,254 shares in the Company. Upon full exercise of all warrants of series TO2 within the framework of the issued units, the Company may receive an additional amount of up to approximately SEK 23.6 million (before issue costs). Upon full exercise of all warrants of series TO2, the share capital will increase by an additional amount of approximately SEK 589,688.
The warrants are intended to be admitted to trading on Nasdaq First North Growth Market. The first trading day for the warrants of series TO2 is December 5 2023.
Two (2) warrants entitle the holder to subscribe for one (1) new share in the Company during the subscription period from 11 March 2024 to 25 March 2024. The subscription price for the warrant of series TO2 will be set at 70 per cent of the volume-weighted average price ("VWAP") 10 trading days before the exercise period for the warrants, but not less than the share's quota value of approximately SEK 0.15 and not more than SEK 6.00.
Naventus Corporate Finance AB is financial advisor and Fredersen Advokatbyrå AB is legal advisor to Insplorion in connection with the Rights Issue. Hagberg & Aneborn Fondkommission AB is the issuing agent in connection with the Rights Issue.
For further information, please contact:
Johan Rask, VD, Insplorion
Tel: 070-894 60 60
Per Giljam, CFO, Insplorion
Tel: 073-423 50 10
The publication, announcement or distribution of this press release may be subject to restrictions in certain jurisdictions. Recipients of this press release in the jurisdictions where this press release has been published, announced or distributed should inform themselves about and observe such restrictions. This press release does not constitute an offer or an invitation to acquire or subscribe for any securities in the Company in any jurisdiction. Any invitation to the persons concerned to participate in the Rights Issue will only be made through the EU growth prospectus that the Company publishes in connection with the Rights Issue.
This press release does not constitute an offer or invitation to acquire or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration, or an exemption from registration, under the U.S. Securities Act of 1933, as amended. The information in this press release may not be announced, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, in or into the United Kingdom, the United States, Australia, Hong Kong, Japan, Canada, New Zealand, Switzerland, Singapore, South Africa, South Korea, Russia, Belarus or any other jurisdiction where such announcement, publication or distribution of this information would be contrary to applicable laws and regulations.
This press release is not a prospectus under Regulation (EU) 2017/1129 (the "Prospectus Regulation") and has not been approved by any regulatory authority in any jurisdiction. Within the European Economic Area, there is no public offering of securities in any country other than Sweden. In other member states of the European Union, such an offer can only be made in accordance with exemptions in the Prospectus Regulation.
This press release contains certain forward-looking information that reflects the Company's current view of future events and financial and operational development. Words such as "intend", "expect", "anticipate", "may", "plan", "believe", "estimate" and other expressions that imply indications or predictions of future developments or trends, and that are not based on historical facts, constitute forward-looking information. By their nature, forward-looking statements involve known and unknown risks and uncertainties because they depend on future events and circumstances. Forward-looking information is not a guarantee of future results or developments, and actual outcomes may differ materially from those expressed in forward-looking information.
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