Warrants of Series TO1 expected subscribed to approximately 82% of the offered amount and Brain+ A/S to receive approximately DKK 6,4m before issuing costs
Company Announcement
Copenhagen, Denmark October 31, 2022 – Brain+ A/S (Nasdaq First North: BRAINP)
Brain+ A/S (“Brain+” or the “Company”) today announces the preliminary outcome of the exercise of warrants of series TO1 (the “Warrants”), which were issued in connection with the Company’s IPO on Nasdaq First North Growth Market, Denmark in October 2021.
In total, 3.904.606 Warrants have been exercised to subscribe for 3.904.606 new shares at the exercise price of DKK 1.638 per share. Brain+ is expected to receive approximately DKK 6,4m before issuing costs, through the exercise of the Warrants.
In connection with Brain+’s IPO in October 2021, the Company issued 4.8m publicly traded Warrants, which could be exercised to subscribe for new shares in Brain+ (BRAINP, ISIN: DK0061670205) between October 17th and October 31st 2022, at the exercise price of DKK 1,638 per share.
In total, Brain+ has received information that 3.904.606 Warrants were exercised to subscribe for 3.904.606 new shares during the exercise window. Therefore approximately 82% of all outstanding Warrants were exercised, and consequently Brain+ will receive a total of DKK 6,4m before deduction of issuing costs. Any Warrants not sold or exercised before expiry of the exercise period will expire worthless.
Upon subscription of new shares and payment of the exercise price per share, Warrant exercising investors have or will receive interim share(s) (IA/midlertidig aktie), pending registration with the Danish Business Authorities. The interim share(s) will be converted into ordinary shares within a few days. Application will be made for the new shares to be admitted to trading and the expected first day of trading for the new shares on Nasdaq First North Growth Market, Denmark is November 10th 2022.
As a consequence of the exercise of Warrants, the number of Brain+ shares outstanding is expected to increase by 3.904.606 shares, from 11.815.912 to a total of 15.720.518 shares, and Brain+ nominal share capital is expected to increase by DKK 390.461 from DKK 1.181.591 to DKK 1.572.052, pending registration with the Danish Business Authority. New shares will carry the same rights as pre-existing Brain+ shares.
For existing shareholders, who did not exercise Warrants, the dilution amounts to approximately 33%, following completion of the Warrant exercise.
Advisers and issuing agent
Gemstone Capital is Brain+’s financial advisor in connection with the Warrant exercise. Jyske Bank is the issuing agent.
For any questions regarding the Warrants, please contact:
Gemstone Capital
Phone: +45 27 85 54 44
E-mail: kl@gemstonecapital.com
www.gemstonecapital.com
Contact Information
CEO, Kim Baden-Kristensen + 45 31393317, E-mail: kim@brain-plus.com, Brain+ A/S, Købmagergade 53, 3.
Certified Advisor: Keswick Global AG, + 43 1 740 408045 , E-mail: info@keswickglobal.com
