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Clinical Laserthermia Systems AB (publ) carries out a directed issue of shares to set-off debt following a request for loan conversion by lenders

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Lund, Sweden – Clinical Laserthermia Systems AB’s (“CLS” or the “Company”) has today, with the support of the authorization from the annual general meeting held on 28 June 2022, resolved on a directed share issue of 5,523,504 B-shares (the “Issue”) to Modelio Equity AB, Lubrica Equity AB and Formue Nord Fokus A/S (the “Lenders”) upon a request for conversion of debt totalling SEK 4.5 million, in accordance with the loan agreement that has been renegotiated and extended by CLS and the Lenders. The subscription price in the Issue is determined to SEK 0.8147 per new B-share, payment will be made by offsetting the claim against the Company, consisting of the Lenders respective loan amounts.

CLS has previously announced that the Company has entered into loan agreements with the Lenders for a total of approximately SEK 40 million spread between two loans. The Company has, with received proceeds from the rights issue carried out in August/September 2022, repaid SEK 15 million of these previously committed and communicated loans and has, in connection with the repayment, renegotiated and extended the remaining loan amount including accrued interest corresponding to just over SEK 33 million, prior to the conversion, in a new loan agreement (the "Loan Agreement").The Lenders have now, in accordance with the Loan Agreement, requested CLS to repay a portion of the outstanding loan amount, corresponding in total to SEK 4.5 million, via a conversion to B-shares. Therefore, the Company has, with the support of the authorization from the annual general meeting held on 28 June 2022, resolved on the Issue consisting of B-shares to the Lenders.

 

The purpose of the Issue and the deviation from the shareholders' preferential rights is to meet the Company's obligations towards the Lenders under the Loan Agreement. In addition, the Board of Directors of CLS considers it to be beneficial for the financial position of the Company to take advantage of the possibility to repay part of the outstanding amount of the loan in the form of B-shares instead of by cash repayment.

 

Payment will be made by offsetting the claim against the Company, consisting of the Lenders respective loan amounts, in accordance with below.

 

Subscriber

Number of B-shares

Amount (SEK)

Modelio Equity AB

1,841,168

1,499,999.57

Lubrica Equity AB

1,841,168

1,499,999.57

Formue Nord Fokus A/S

1,841,168

1,499,999.57

Total

5,523,504

4,499,998.71

 

As stipulated in the Loan Agreement, the subscription price per B-share is based on the lowest daily volume-weighted average price during a period of 15 trading days prior to the notice with a discount of 10 percent and amounts to SEK 0.8147.

 

The issue will result in an increase in the number of B-shares in the Company by 5,523,504 and increase the share capital by approximately SEK 510,924.1228, corresponding to a dilution of approximately 4.07 percent of the votes and approximately 4.24 percent of the capital. After the Issue, the number of shares in CLS will amount to 130,275,295, of which 600,000 A-shares and 129,675,295 B-shares, and the share capital will amount to approximately SEK 12,050,464.8539.

 

For further information about CLS, please contact:

Dan J. Mogren, CEO

Phone: +46 70 590 11 40

E-mail: dan.mogren@clinicallaser.com

www.clinicallaser.se

 

This information is such information that Clinical Laserthermia Systems AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation (EU nr 596/2014). The information was submitted for publication, through the agency of the contact person set out above on 17 November 2022.

 

This press release has been translated from Swedish. The Swedish text shall govern for all purposes and prevail in case of any discrepancy with the English version.

 

Certified Adviser

FNCA Sweden AB

Phone: +46 8 528 00 399

E-post: info@fnca.se

 

Clinical Laserthermia Systems AB (publ), develops and sells the TRANBERG® | Thermal Therapy Systems, including Thermoguide Workstation and sterile disposables, for minimally invasive treatment of cancer tumors and drug-resistant epilepsy, according to regulatory approvals in the EU and the US. The products are marketed for image-guided laser ablation and used in studies for treatment imILT®, the Company’s interstitial laser thermotherapy for immunostimulant ablation with potential abscopal effects. CLS is headquartered in Lund and has subsidiaries in Germany, the US and Singapore. CLS is listed on the Nasdaq First North Growth Market under the symbol CLS B. The certified Advisor (CA) is FNCA Sweden AB, Tel: +46 8 528 00 399. E-mail: info@fnca.se.

 

This disclosure contains information that CLS is obliged to make public pursuant to the EU Market Abuse Regulation (EU nr 596/2014). The information was submitted for publication, through the agency of the contact person, on 17-11-2022 15:05 CET.