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2022-09-09

CLS: Clinical Laserthermia Systems AB (publ) publishes the outcome of the rights issue of units

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES OF AMERICA, AUSTRALIA, JAPAN, OR CANADA OR ANY OTHER JURISDICTION WHERE DISTRIBUTION OF THIS PRESS RELEASE WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURES BEYOND WHAT IS REQUIRED UNDER SWEDISH LAW.

 

Lund, Sweden - The subscription period in Clinical Laserthermia Systems AB's (publ) ("CLS" or the "Company") rights issue of units, in which the public also was given the opportunity to participate, ended on 6 September 2022. The rights issue was subscribed to a total of 80 percent, including pre-subscription and guarantee commitments. CLS will thus be provided proceeds of approximately SEK 55.4 million before deduction of transaction related costs. The outcome means, among other things, that CLS can continue to support the commercial launch and market establishment of the new generation of TRANBERG® products. Settlement notes are expected to be sent out on 12 September 2022.

"First of all, I would like to take the opportunity to thank everyone who chose to participate in the rights issue. Despite the current market situation, we have managed to secure sufficient funding to continue to support the commercial launch and market establishment of CLS' second generation TRANBERG® products in the USA, Europe and the Asia-Pacific region. Furthermore, intensive work is also underway to continue the production of supporting clinical evidence for ablation within all of CLS indication areas and to enter into further clinical collaborations with commercial partners for continued expansion of sales and distribution. I look forward to continuing driving CLS forward and working hard to achieve our goals. We will continuously update our shareholders and the market about our developments", says Dan Mogren, CEO.

Subscription, allocation, and payment

The rights issue was subscribed for a total of approximately SEK 44.9 million, including pre-subscription commitments of approximately SEK 0.9 million, corresponding to a subscription ratio of approximately 64.84 percent. In addition, underwriting commitments corresponding to approximately SEK 10.5 million have been utilised, meaning that CLS is provided approximately SEK 55.4 million before deduction of transaction related costs, corresponding to 80 percent of the issue volume. The transaction related costs amount to approximately SEK 11.4 million (including guarantee compensation of approximately SEK 6.5 million).Through the rights issue, a total of 55,445,240 B-shares and 27,722,620 warrants of series TO 5 B are issued. A total of 21,778,401 units (corresponding to approximately SEK 43.6 million) were subscribed for with the support of unit rights, including subscription commitments of approximately SEK 0.9 million. The allocation of units has been made in accordance with the principles described in the prospectus that was published by the Company on 16 August 2022. Subscribers who are allotted units without pre-emptive rights will receive settlement notes, which are scheduled to be sent out on 12 September 2022. Allotted units without pre-emptive right shall be paid in accordance with the instructions on the settlement note.

Number of shares and share capital

When the initial part of the rights issue has been registered with the Swedish Companies Registration Office, the total number of B-shares in CLS will have increased by 55,445,240 B-shares, from 68,706,551 B-shares to 124,151,791 B-shares. The total number of shares in the Company will thus amount to 124,751,791 shares (of which 600,000 A-shares). The Company's share capital will, upon registration, have increased by approximately SEK 5,128,684.73, from approximately SEK 6,410,856 to approximately SEK 11,539,540.73. The shareholders who have not participated in the rights issue will be subject to a dilution effect corresponding to approximately 42.6 percent of the votes and 44.4 percent of the capital. In addition, there will be a total of 27,722,620 outstanding warrants of series TO 5 B.

Trading in BTU

Trading in BTU's (paid subscribed units) will take place on Nasdaq First North Growth Market until the rights issue has been registered with the Swedish Companies Registration Office. The registration is expected to take place around 28 September 2022.

Summary terms of warrants of series TO 5 B

The newly issued warrants of series TO 5 B (ISIN: SE0018408130) are planned to be traded on Nasdaq First North Growth Market as soon as possible after the Swedish Companies Registration Office has registered the rights issue. Each warrant of series TO 5 B entitles the holder to subscribe for one (1) new B-share in CLS during the period starting from 14 February 2023 until and including 28 February 2023. The subscription price in the following warrant exercise amounts to seventy (70) percent of the average volume-weighted price for the B-share according to Nasdaq First North Growth Market's official price statistics during a period of ten (10) trading days ending two (2) banking days before the exercise period begins. The Company will publish the subscription price the day before the first day of the exercise period. The subscription price must be rounded to the nearest whole Swedish öre and may not exceed SEK 1.00 per new B-share and must not fall below the share's quota value. If the warrants of series TO 5 B are fully exercised, the Company can be provided an additional maximum of approximately SEK 27.7 million before deduction of transaction related costs. The complete terms and conditions for warrants of series TO 5 B is available on the Company's website (www.clinicallaser.se).

Advisors

In connection with the rights issue, CLS has engaged Sedermera Corporate Finance AB as financial advisor, Markets & Corporate Law Nordic AB as legal advisor and Nordic Issuing AB as issuing agent. Shark Communication AB has assisted the Company with advice regarding communication.

For further information about the rights issue, please contact:

Sedermera Corporate Finance AB

Phone: +46 40615 14 10

E-mail: cf@sedermera.se

www.sedermera.se

For further information about CLS, please contact:

Dan J. Mogren, CEO

Phone: +46 70590 11 40

E-mail: dan.mogren@clinicallaser.com

www.clinicallaser.se

This information is such information that Clinical Laserthermia Systems AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation (EU nr 596/2014). The information was submitted for publication, through the agency of the contact person set out above on 9 September 2022.

This press release has been translated from Swedish. The Swedish text shall govern for all purposes and prevail in case of any discrepancy with the English version.

Certified Adviser

FNCA Sweden AB

Phone: +46 8528 00399

E-post: info@fnca.se

About CLS and TRANBERG system

Clinical Laserthermia Systems AB (publ), develops and sells the TRANBERG® | Thermal Therapy Systems, including Thermoguide Workstation and sterile disposables, for minimally invasive treatment of cancer tumors and drug-resistant epilepsy, according to regulatory approvals in the EU and the US. The products are marketed for image-guided laser ablation and used in studies for treatment imILT®,the Company's interstitial laser thermotherapy for immunostimulant ablation with potential abscopal effects. CLS is headquartered in Lund and has subsidiaries in Germany, the US and Singapore. CLS is listed on the Nasdaq First North Growth Market under the symbol CLS B. The certified Advisor (CA) is FNCA Sweden AB, Tel: +46 8528 00399. E-mail: info@fnca.se.

For more information about CLS, please visit the Company's website: www.clinicallaser.se

This disclosure contains information that CLS is obliged to make public pursuant to the EU Market Abuse Regulation (EU nr 596/2014). The information was submitted for publication, through the agency of the contact person, on 09-09-2022 19:00 CET.

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