The exercise price for the warrants of series 2023/2024 TO2 in Cell Impact has been determined to SEK 0.17 and the subscription period starts today.
In December 2023, Cell Impact AB (publ) (Nasdaq First North Growth Market: CI) ("Cell Impact" or the "Company") carried out a rights issue of units. One (1) unit consisted of eight (8) newly issued shares and two (2) warrants of series 2023/2024 TO2. Each warrant gives the owner the right to subscribe for one (1) new share in the Company. The exercise price for the warrants of series 2023/2024 TO2 is to be determined to 70 percent of the volume-weighted average price of the Company’s share on Nasdaq First North Growth Market during the period 2 September 2024 up to and including 13 September 2024, however not lower than SEK 0.12 and not higher than SEK 0.44 per share. During the measurement period, the volume-weighted average price in the Company’s share was approximately SEK 0.24. Therefore, the exercise price for the warrants of series 2023/2024 TO2 is set to SEK 0.17. The subscription period for warrants of series 2023/2024 TO2 runs from 16 September 2024 up to and including 30 September 2024.
If all the warrants of series 2023/2024 TO2 are exercised, the Company will receive approximately SEK 22 million before issuing costs. In order for the warrants to not expire without value, the holder is required to actively subscribe for new shares no later than 30 September 2024 or sell the warrants no later than 25 September 2024. Please observe that certain nominees might close their application earlier than 30 September 2024.
Complete terms and conditions for the warrants and the prospectus, approved by the Swedish Financial Supervisory Authority and published by the Company on 15 November 2023, is available at the Company's webpage, www.cellimpact.com. The prospectus is also available on the Swedish Financial Supervisory Authority’s webpage, www.fi.se.
Summarized terms for the warrants of series 2023/2024 TO2:
Subscription period: 16 – 30 September 2024
Last day of trading warrants of series 2023/2024 TO2: 25 September 2024
Issue volume: 128,905,776 warrants of series 2023/2024 TO2, which entitles to subscription of 128,905,776 shares. If all warrants are exercised, the Company will receive approximately SEK 22 million before issuing costs.
Exercise price: SEK 0.17 per share.
Dilution: Upon full exercise of the warrants of series 2023/2024 TO2, the number of shares may increase by up to 128,905,776 shares, from 591,450,032 to 720,355,808 and the share capital to increase by up to approximately SEK 14,921,636.69, from approximately SEK 68,463,980.24 to approximately SEK 83,385,616.93.
Please note that warrants that are not exercised no later than 30 September 2024 or not sold no later than 25 September 2024, will expire without value. For warrants not to lose their value, the holder must actively subscribe for new shares or sell the warrants.
How warrants are exercised
Nominee-registered warrants (Custody account):
Subscription and payment by exercise of warrants shall be made in accordance with instructions from each nominee. Please contact your nominee for additional information.
Direct-registered warrants (Securities account):
No issue account statement nor any instructions regarding payments will be sent out. Subscriptions will be made through simultaneous payment in accordance with the instructions on the application form.
The application form including instructions for payment will be available at the Company’s webpage, www.cellimpact.com.
Outcome
The outcome of the exercise of warrants will be published via a press release on or around 1 October 2024. Shares that have been subscribed and paid for will be registered on the subscriber's securities depository as interim shares (IA) until registration of the issue has been completed with the Swedish Companies Registration Office, whereupon the interim shares automatically will be converted into shares in Cell Impact.
Advisers
Carnegie Investment Bank AB (publ) acts as Sole Global Coordinator and Joint Bookrunner and Pareto Securities AB as Joint Bookrunner. Advokatfirman Vinge is a legal adviser to the Company and Baker McKenzie represents Sole Clobal Coordinator and Joint Bookrunners in connection with the rights issue.
For more information, please contact:
Daniel Vallin
CEO, Cell Impact AB (publ)
+ 46 73-068 66 20 or daniel.wallin@cellimpact.com
About Cell Impact
Cell Impact AB (publ) is a global supplier of advanced flow plates to fuel cell manufacturers. The Company has developed and patented a unique method for high-velocity forming, Cell Impact Forming™, which is significantly more scalable and cost-efficient compared to conventional forming methods. Cell Impact Forming is an environmentally friendly forming technology that consumes no water and very little electrical power.
Cell Impact is listed on Nasdaq First North Growth Market and FNCA Sweden AB is the Company's Certified Advisor (CA).