AcouSort publishes an information memorandum in connection with the forthcoming rights issue of units

AcouSort AB (publ) ("AcouSort" or the "Company") today publishes an information memorandum regarding the Company's forthcoming rights issue of so-called units (“Units”) consisting of shares and warrants, resolved by the Board of Directors on 7 November 2023 (the "Rights Issue"). The information memorandum is available on the Company's website (www.acousort.com) and on Erik Penser Bank's website (www.penser.se). Upon full subscription in the Rights Issue the Company will initially receive approximately MSEK 24.8 before issuing costs.

THIS PRESS RELEASE MAY NOT BE MADE PUBLIC, PUBLISHED OR DISTRIBUTED, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, BELARUS, HONG KONG, JAPAN, CANADA, NEW ZEALAND, RUSSIA, SWITZERLAND, UNITED KINGDOM, SINGAPORE, SOUTH AFRICA, SOUTH KOREA, OR ANY OTHER JURISDICTION WHERE SUCH ACTION IS WHOLLY OR PARTIALLY SUBJECT TO LEGAL RESTRICTIONS. SEE ALSO THE "IMPORTANT INFORMATION" SECTION BELOW.

AcouSort today publishes an information memorandum concerning the Company's forthcoming Rights Issue. The information memorandum is available on the Company's website (www.acousort.com) and Erik Penser Bank's website (www.penser.se).

Terms for the Rights Issue

• Each existing share held in the Company on the record date of 14 November 2023, entitles the holder to one (1) unit right. Twenty-four (24) unit rights entitle the holder to subscribe for one (1) Unit. One (1) Unit consists of three (3) shares and one (1) warrant of series TO 2 (the "Warrants").
• In total, no more than 551,998 Units will be issued, meaning that up to 1,655,994 new shares and 551,998 warrants will be issued.
• The subscription price for one (1) Unit is SEK 45.00, which corresponds to SEK 15.00 per new share. The Warrants are issued free of charge.
• The dilution effect amounts to approximately 11.1 percent if the Rights Issue of Units is fully subscribed and to a total of approximately 14.3 percent if a subsequent full subscription of shares is made with the support of the Warrants. Shareholders have the opportunity to economically compensate for the dilution by selling their unit rights by 27 November 2023, at the latest.
• The subscription period runs from and including 16 November 2023 up to and including 30 November 2023, with the right for AcouSort's Board of Directors to extend the subscription period and the time for payment. Trading in unit rights will take place on Nasdaq First North Growth Market during the period from and including 16 November 2023 up to and including 27 November 2023, and trading in BTU (paid subscribed units) will occur during the period from and including 16 November 2023 up to registration of the Rights Issue at the Swedish Companies Registration Office, which is expected to take place around week 49, 2023.
• For complete terms and instructions for the Rights Issue, please refer to the information memorandum.

Preliminary time plan for the Rights Issue

Advisors

Erik Penser Bank AB is the financial advisor and issuing agent and Fredersen Advokatbyrå AB is legal advisor to AcouSort in connection with the Rights Issue.

FOR FURTHER CONTACT, PLEASE CONTACT

Torsten Freltoft, CEO
AcouSort AB
Telephone: +45 2045 0854
E-mail: torsten.freltoft@acousort.com

ABOUT ACOUSORT AB

AcouSort AB (corporate registration number 556824-1037) is an innovative technology company focusing on developing products and solutions for integrated preparation of biological samples. With the help of sound waves, the company's products can separate blood cells, concentrate, purify, and stain cells, exosomes, and bacteria from biological samples. The technology of the company's products is acoustofluidics, where sound waves and microfluidics enable automated handling of samples in a range of application areas, from research on new biomarkers to the development of new diagnostic systems for near-patient testing – so-called Point-of Care (POC) systems. The company's commercialization strategy is based on the already proven business model of providing separation modules to diagnostic system manufacturers for integrated sample preparation as well as to continue the commercialization of the company's research instruments. With the help of the company's products and development of point-of-care tests, new diagnostic systems and treatments are enabled, addressing some of the most challenging disease areas of our time: cancer, infectious diseases, and cardiovascular diseases. AcouSort is listed at Nasdaq First North Growth Market. The company’s Certified Adviser is Erik Penser Bank.

IMPORTANT INFORMATION

The information in this press release does not constitute an offer to acquire, subscribe or otherwise trade in units, unit rights or other securities in AcouSort. The invitation to concerned persons to subscribe for units in AcouSort will be made only through the information memorandum published by AcouSort on 14 November 2023. No action has been taken, or will be taken, by AcouSort to permit an offer to the public in jurisdictions other than Sweden.

This press release may not be published or distributed, directly or indirectly, in or to Australia, Belarus, Hong Kong, Japan, Canada, New Zealand, Russia, Switzerland, Singapore, South Africa, United Kingdom, the United States or any other jurisdiction where such action in whole or in part is subject to legal restrictions, or would require additional prospectus, registration or other measures than what follows from Swedish law. The information in this press release may also not be forwarded or reproduced in a way that is contrary to such restrictions or would entail such requirements. Actions contrary to this instruction may constitute a violation of applicable securities legislation. No securities mentioned in this press release have been registered or will be registered under the United States Securities Act of 1933 as amended (the "Securities Act") and may not be offered, subscribed for, exercised, pledged, sold, resold, delivered or transferred, directly or indirectly, in or to the United States, except pursuant to an applicable exemption from the registration requirements of the Securities Act. The offer is also not directed at persons domiciled in Australia, Belarus, Hong Kong, Japan, Canada, New Zealand, Russia, Switzerland, Singapore, South Africa, United Kingdom or in any other jurisdiction where participation would require additional prospectus, registration or other measures than those that follow from Swedish law.

FORWARD--LOOKING STATEMENTS

This press release contains certain forward-looking statements that reflect AcouSorts’ current views and expectations regarding future events and financial and operational developments, including statements regarding the Rights Issue and statements regarding guidance, planning, prospects and strategies. Words such as "intended," "estimated," "expected," "planned," "estimated," "may," and other expressions that imply indications or predictions of future developments or trends and are not based on historical facts constitute forward-looking statements information. Although AcouSort believes that these statements are based on reasonable assumptions and expectations, AcouSort cannot guarantee that such forward-looking statements will be realized. Because these forward-looking statements involve both known and unknown risks and uncertainties, actual outcomes may differ materially from those expressed in forward-looking information. Forward-looking statements in the press release speak only as of the date of the press release and are subject to change without notice. Potential investors should not place undue reliance on the forward-looking information contained herein, and potential investors are strongly encouraged to read those parts of the prospectus that include a more detailed description of factors that may affect the Company's business and the market in which the Company operates. The Company makes no promises to publish updates or revisions to forward-looking statements as a result of new information, future events or the like beyond what is required by applicable laws or stock market regulation.