The subscription period in Amniotics’ rights issue commences today
October 11, 2023
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES OF AMERICA, AUSTRALIA, BELARUS, CANADA, HONG KONG, JAPAN, NEW ZEALAND, RUSSIA, SINGAPORE, SOUTH AFRICA, SOUTH KOREA, SWITZERLAND OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURE.
Today marks the start of the subscription period in Amniotics AB’s (publ) (“Amniotics” or the “Company”) rights issue of units consisting of shares and warrants series TO 3, that was announced on August 31, 2023 (the “Rights Issue”).
Summary of the Rights Issue
- One (1) existing share in Amniotics entitles to twelve (12) unit rights. One (1) unit right entitles to subscribe for one (1) unit.
- The subscription price has been set to SEK 0.01 per unit. One (1) unit consists of one (1) share and one (1) warrant series TO 3.
- The Rights Issue is covered by subscription undertakings and guarantee commitments corresponding to 100 percent of the Rights Issue.
Upon a fully subscribed Rights Issue, Amniotics will initially raise up to approximately SEK 25 million before deduction of issue-related costs. The Rights Issue is covered by subscription undertakings and guarantee commitments corresponding to 100 percent of the Rights Issue. Upon full utilization of all warrants series TO 3 attached, Amniotics may receive an additional approximately SEK 25 million before deduction of issue-related costs.
One (1) existing share on the record day of October 9, 2023, entitles to twelve (12) unit rights. One (1) unit right entitles to subscription of one (1) unit. One (1) unit consists of one (1) share and one (1) warrant series TO 3. The subscription price is SEK 0.01 per unit. The warrants are issued without consideration. One (1) warrant series TO 3 entitles the holder to subscribe for one (1) new share in the Company during the period February 26 – March 8, 2024, at a subscription price of SEK 0.01 per share. The general public also has the opportunity to register their interest in subscribing for units in the Rights Issue.
|Subscription period:||October 11 – October 25, 2023.|
|Trading in unit rights:||October 11 – October 20, 2023.|
|Trading in BTU:||October 11, 2023, until the issue has been registered with the Swedish Companies Registration Office (Sw. Bolagsverket), which is estimated around week 44, 2023.|
|Trading in warrants of series TO 3:||Will be initiated when the Rights Issue is registered with the Swedish Companies Registration Office.|
The outcome of the Rights Issue is expected to be communicated around October 27, 2023.
Prospectus and terms and conditions
Complete terms and conditions as well as information regarding the Rights Issue can be found in the EU Growth Prospectus that was published by the Company on October 10, 2023 (the “Prospectus”) and that is available on the Company’s, Nordic Issuing AB’s, and Redeye AB’s respective websites (www.amniotics.com, www.nordic-issuing.se, www.redeye.se). The Prospectus will also be available on the Swedish Financial Supervisory Authority’s (Sw. Finansinspektionen) website (www.fi.se). Information on how to apply for subscription without preferential rights as well as subscription instructions will be available on Nordic Issuing AB’s website.
Redeye AB acts as financial adviser and Setterwalls Advokatbyrå AB acts as legal adviser to Amniotics in connection with the Rights Issue. Nordic Issuing AB acts as issuer agent in connection with the Rights Issue.
For more information, contact:
CEO, Amniotics AB
Phone: +46 (0) 763 0840 91
The information was submitted for publication, through the agency of the contact person set out above, on October 11, 2023.
Amniotics AB (publ) is a clinical stage biotech company, developing innovative therapies, based on amniotic fluid derived stem cells. The company develops therapies to treat diseases where effective treatments are currently lacking. Amniotics has an established GMP-facility, approved and licensed by the Swedish Medical Products Agency. The company has capabilities as a Contract Development and Manufacturing Organization (CDMO) for other biotech companies. Amniotics is headquartered in Lund, Sweden.
The company is listed at Nasdaq First North Growth Market in Stockholm. Amniotics Certified Adviser at First North is Redeye AB.
Learn more at www.amniotics.com.
The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares, warrants or other securities in Amniotics. No action has been taken and measures will not be taken to permit a public offering in any jurisdictions other than Sweden. Any invitation to the persons concerned to subscribe for units in Amniotics has only been made through the Prospectus that Amniotics published on October 10, 2023. The Prospectus has been approved and registered by the Swedish Financial Supervisory Authority and published on Amniotics’s website, www.amniotics.com. The approval of the Prospectus by the Swedish Financial Supervisory Authority shall not be regarded as an approval of the shares, warrants or any other securities. This release is however not a prospectus in accordance with the definition in the Prospectus Regulation (EU) 2017/1129 (“Prospectus Regulation”) and this announcement does not identify or suggest, or purport to identify or suggest, the risks (direct or indirect) that may be associated with an investment in shares, warrants or other securities in Amniotics. In order for investors to fully understand the potential risks and benefits associated with a decision to participate in the Rights Issue, any investment decision should only be made based on the information in the Prospectus. Thus, investors are encouraged to review the Prospectus in its entirety. In accordance with article 2 k of the Prospectus Regulation this press release constitutes an advertisement.
The information in this press release may not be released, distributed or published, directly or indirectly, in or into the United States of America, Australia, Belarus, Canada, Hong Kong, Japan, New Zealand, Russia, Singapore, South Africa, South Korea, Switzerland or any other jurisdiction in which such action would be unlawful or would require registration or any other measures than those required by Swedish law. Actions in violation of these restrictions may constitute a violation of applicable securities laws. No shares, warrants or other securities in Amniotics have been registered, and no shares, warrants or other securities will be registered, under the United States Securities Act of 1933, as amended (the “Securities Act”) or the securities legislation of any state or other jurisdiction in the United States of America and no shares or other securities may be offered, sold or otherwise transferred, directly or indirectly, in or into the United States of America, except under an available exemption from, or in a transaction not subject to, the registration requirements under the Securities Act and in compliance with the securities legislation in the relevant state or any other jurisdiction of the United States of America.
Within the European Economic Area (“EEA”), no public offering of shares, warrants or other securities (“Securities”) is made in other countries than Sweden. In other member states of the EU, such an offering of Securities may only be made in accordance with the Prospectus Regulation. In other member states of the EEA which have implemented the Prospectus Regulation in its national legislation, any offer of Securities may only be made in accordance with an applicable exemption in the Prospectus Regulation and/or in accordance with an applicable exemption under a relevant national implementation measure. In other member states of the EEA which have not implemented the Prospectus Regulation in its national legislation, any offer of Securities may only be made in accordance with an applicable exemption under national law.
In the United Kingdom, this document and any other materials in relation to the securities described herein is only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, “qualified investors” (within the meaning of the United Kingdom version of the EU Prospectus Regulation (2017/1129/ EU) which is part of United Kingdom law by virtue of the European Union (Withdrawal) Act 2018) who are (i) persons having professional experience in matters relating to investments who fall within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”); (ii) high net worth entities etc. falling within Article 49(2)(a) to (d) of the Order; or (iii) such other persons to whom such investment or investment activity may lawfully be made available under the Order (all such persons together being referred to as “relevant persons”). In the United Kingdom, any investment or investment activity to which this communication relates is available only to, and will be engaged in only with, relevant persons. Persons who are not relevant persons should not take any action on the basis of this press release and should not act or rely on it.
This press release may contain forward-looking statements which reflect the Company’s current view on future events and financial and operational development. Words such as “intend”, “expect”, “anticipate”, “may”, “believe”, “plan”, “estimate” and other expressions which imply indications or predictions of future development or trends, and which are not based on historical facts, are intended to identify forward-looking statements. Forward-looking statements inherently involve both known and unknown risks and uncertainties as they depend on future events and circumstances. Forward-looking statements do not guarantee future results or development and the actual outcome could differ materially from the forward-looking statements.
The English text is an unofficial translation of the original Swedish text. In case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.