Correction - Brain+ receives guarantee commitment from health tech specialized German investment boutique and additional subscription from management in its ongoing rights issue
The company announcement made by Brain+ A/S at 12:37 today contained an inadvertent error in that the DKK 150,000 subscription from management is a general subscription commitment and does not therefore increase the guaranteed coverage of the rights issue. That coverage is correctly stated as currently being 64.4%.
The correct company announcement follows below:
Copenhagen, Denmark, 20 June 2024 – Brain+ A/S (Nasdaq First North: BRAINP)
This announcement constitutes inside information that Brain+ A/S is obliged to make public pursuant to the EU Market Abuse Regulation (EU no. 596/2014). The information was submitted for publication by the contact person below on 20 June 2024.
Brain+ A/S (“Brain+” or the “Company”) announces that the Company has agreed to expand the top-down guarantee tranche in its ongoing rights issue of units (new shares and warrants of series TO 4) of up to DKK 8.94 million (the “Rights Issue”). The expansion is to accommodate an investment commitment of approximately DKK 372,000 (€50,000) from 5P Future of Health Beteiligungs GmbH, a newly formed and health tech specialized German investment boutique. The top-down guarantee is on the same terms as members of the board and management of Brain+ have agreed to. In total the top-down guarantee tranche now amounts to approximately DKK 728,822 and the Rights Issue is covered to 64.4% by pre-subscription and guarantee commitments.
Furthermore, CEO Kim Baden-Kristensen and CFO Hanne Vissing Leth have, in addition to their pre-subscription and top-guarantee commitments, subscribed for an additional aggregated amount of approximately DKK 150,000 without support of unit rights. This brings the total coverage of the Rights Issue up to 66.1%, corresponding to total secured gross proceeds of DKK 5.95 million to Brain+.
Top-down guarantee commitment from 5P Future of Health Beteiligungs GmbH
5P Future of Health Beteiligungs GmbH (“5P”) has agreed with Brain+ to enter a top-down guarantee commitment of DKK 372,000 in the Company’s ongoing Rights Issue. Including this additional commitment, the total top-down guarantee tranche now amounts to approximately DKK 728,822 or 8.15% of the Rights Issue. Investors who have provided commitments in this tranche will subscribe for units to the extent that the Rights Issue is not subscribed to 100%, however no more than their individually guaranteed amount. Top-down guarantors will receive a compensation of 10% in the form of units, issued to the same terms as in the Rights Issue.
5P is a smaller, newly established German-based Venture Capital investment boutique backed by professional health tech investors. The objective of 5P is to invest into innovative health tech solutions which hold potential to revolutionize how health care is being delivered. The investment commitment from 5P is an important validation of Brain+’ approach and of the potential for the Company’s software-based products for better dementia treatment and management, as it is the first health tech specialized institutional investor coming into the Company.
Since 5P is a newly established company all administration to receive shares and warrants is not in place (read Legal Entity Identifier code) but expects to be soon. For this reason, allocation of eventual shares and warrants to 5P in accordance with their top-down guarantee commitment may be in a separate directed issue if the administration still not is in place when the Board of Directors in Brain+ are to make decision of allocation of units in the Rights Issue. Such directed issue shall be executed as soon as the administration is in place and to the same terms as in the Rights Issue.
Professor Dr. Benjamin Niestroj, General Partner, 5P commented:
“Brain+’ health tech solutions for better dementia treatment and management have attracted our attention, as we believe they will offer real benefits for people with dementia and add value for healthcare systems. There is an immense need for more effective dementia care solutions and Brain+’ software-based CST offerings hold great promise for tackling the massive and growing dementia burden. We also see the valuation of Brain+ as highly attractive as the company is on the brink of starting its commercialization phase.”
Status of pre-subscription and guarantee commitments
In Brain+’ corporate announcement from 7 May 2024, it was informed that the Rights Issue was secured to 60.2% through pre-subscription and guarantee commitments. With the additional guarantee commitment from 5P, the Rights Issue is now secured to approximately 64.4 percent.
In addition, CEO Kim Baden-Kristensen and CFO Hanne Vissing Leth, in addition to their previously announced pre-subscription and top-guarantee commitments, have subscribed for an additional aggregated combined amount of DKK 150,000 without support of unit rights.
This brings the total coverage of the Rights Issue up to 66.1%, corresponding to total guaranteed gross proceeds of DKK 5.95 million to Brain+.
Subscription period of the Rights Issue
The public subscription period in the Rights Issue ends on Monday, 24 June 2024. Investors are advised to subscribe through their respective custodian banks or through Nordic Issuing AB.
For complete information about the Rights Issue, please see the Brain+’ company announcements from 7 and 22 May 2024.
Questions related to the Rights Issue
In case of any question about Brain+, the Rights Issue or the financial instruments, you are welcome to reach out to either Brain+ CEO Kim Baden-Kristensen, Brain+ CFO Hanne Vissing Leth, Brain+ financial adviser Sedermera Corporate Finance or the issuing agent Nordic Issuing using the contact details at the bottom of this company announcement.
Advisors
In connection with the Rights Issue, Sedermera Corporate Finance AB act as financial advisors to Brain+. Markets & Corporate Law Nordic AB act as legal advisor. Nordic Issuing AB it the issuing agent and the settlement agent.
For more information about the Rights Issue, please contact:
Sedermera Corporate Finance AB
Phone: +46 (0) 40 615 14 10
E-mail: cf@sedermera.se
www.sedermera.se
For more information about technicalities and the financial instruments, please contact:
Nordic Issuing AB
Phone: +46 (0) 40 632 00 20
E-mail: info@nordic-issuing.se
www.nordic-issuing.se
For more information about Brain+, please contact:
Kim Baden-Kristensen, CEO
Phone: +45 31393317
E-mail: kim@brain-plus.com
www.brain-plus.com
Certified Advisor
Keswick Global
Phone: +43 1 740 408 045
E-mail: info@keswichglobal.com
Brain+ mission: Become the preferred provider of certified health tech solutions for better dementia management, servicing one million people affected by dementia by 2030.
