Clinical Laserthermia Systems AB enters underwriting commitments in the ongoing exercise of warrants of series TO 5 B corresponding to approximately SEK 2.6 million
Lund, Sweden – Clinical Laserthermia Systems AB ("CLS" or the "Company") hereby announces that the Company has agreed on underwriting commitments (so-called “top-down” or “top guarantee”) in the ongoing exercise of warrants of series TO 5 B ("TO 5 B”). The underwriting commitments covers a total of approx. SEK 2.6 million, corresponding to 20 percent of the issue proceeds that the Company can receive through the exercise of TO 5 B. The underwriters have also undertaken to exercise their TO 5 B to subscribe for new B-shares in CLS, corresponding to a total of approximately SEK 100,000.
In the ongoing exercise of TO 5 B, CLS has agreed on underwriting commitments with two professional investors. The underwriting commitments covers a total of approx. SEK 2.6 million, corresponding to 20 percent of the issue proceeds that the Company can receive through the exercise of TO 5 B.
The underwriting commitments are a so-called "top-down guarantee" or "top guarantee", which means that if TO 5 B is exercised to 80 percent, underwriting subscription is executed for the remaining 20 percent up to a fully subscribed TO 5 B. The underwriting commitment is thus added to the current subscription level for TO 5 B and aims to ensure the last part of the subscription in the warrant exercise in case all TO 5 B are not exercised by existing holders. For the underwriting commitments, a cash compensation of five (5) percent of the underwritten amount is paid. The underwriting commitments have not been secured through advance transaction, bank guarantee or similar.
If underwriting commitments are activated, subscription of shares will take place through a directed share issue which will be carried out after the exercise period for TO 5 B has ended. Subscription in such directed new share issue will take place to the established price for TO 5 B and only to the extent that TO 5 B has not been exercised by existing holders within the context of the size of the underwriting commitments (equivalent to a maximum of 5,544,524 shares in the Company). The Board of Directors will not decide on the directed share issue to use the underwriting commitment in case the Board of Directors does not consider it justifiable taking into account a customary issue cost.
In addition, the underwriters have undertaken to exercise all their held TO 5 B to subscribe for new B-shares in CLS, corresponding to a total of approximately SEK 100,000 or approximately 0.8 percent the issue proceeds that the Company can receive through the exercise of TO 5 B. Together with the declarations of intent from the Board of Directors and management, communicated in a press release on 14 February 2023, the subscription amounts to a total of approximately SEK 300,000, corresponding to approximately 2.3 percent of the issue proceeds that the Company can receive through the exercise of TO 5 B.
For more information, including a more detailed description of CLS's operations as well as complete terms and conditions, please refer to the prospectus that was prepared in connection with the rights issue and published by the Company on 16 August 2022. The prospectus is available on CLS website (https://clinicallaser.se/wp-content/uploads/2022/08/Clinical-Laserthermia-Systems-AB-Prospekt.pdf). Information brochures containing summary information about the Company and the offer (in Swedish and English) are available on the websites of CLS (www.clinicallaser.se), Sedermera Corporate Finance AB (www.sedermera.se) and Nordic Issuing AB (www.nordic-issuing.se). Complete terms and conditions for warrants of series TO 5 B are available on the Company's website.
Advisors
In connection with the exercise of warrants of series TO 5 B, Sedermera Corporate Finance AB is acting as financial advisor, Markets & Corporate Law Nordic AB as legal advisor and Nordic Issuing AB as issuing agent. Shark Communication AB is assisting the Company with advice regarding communication.
For more information about the warrants of series TO 5 B, please contact:
Sedermera Corporate Finance AB
Phone: +46 (0) 40 615 14 10
E-mail: cf@sedermera.se
For more information about CLS, please contact:
Dan J Mogren, CEO Clinical Laserthermia Systems (publ)
Phone: +46 (0) 70-590 11 40
E-mail: dan.mogren@clinicallaser.com
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.
About CLS
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 with 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.
For more information about CLS, please visit the Company's website: www.clinicallaser.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 23-02-2023 17:10 CET.