Curasight A/S resolves on directed issues and a loan facility

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Copenhagen, Denmark, 14 June 2024 - Curasight A/S ("Curasight" or the “Company" – TICKER: CURAS) today announces that the Board of Directors has resolved to execute directed issues of shares of a total of approximately DKK 7.8 million. The Company also intends to execute a directed issue of units, consisting of warrants, to Fenja Capital II A/S (“Fenja”) as well as a preferential rights issue of units, consisting of warrants, to the existing shareholders. Curasight has also secured a loan facility of in total DKK 20 million from Fenja and from the loan facility the Company has decided to immediately draw a tranche of DKK 10 million. The proceeds from the total capitalization are to be used to fund the advancement of Curasight’s pipeline within the field of radiopharmaceuticals, enabling the parallel development of the company’s diagnostic uTRACE® platform and radioligand therapy uTREAT® platform, as well as support activities connected to the ongoing collaboration with Curium Inc. The transaction ensures potential new funding up to DKK 120 million and strategic flexibility, with the full financing extending the cash runway into the second quarter of 2025.

"Since we announced the cancellation of the rights issue in March, we have been working tirelessly to structure a capitalization and funding plan which will both create value for our shareholders and enable us to continue momentum in our development activities.  The package of the directed issue, loan financing and planned warrant exercises gives us an important capital injection so that we can continue to advance our theranostic platform approach, and develop in parallel both uTRACE® for improved diagnostics and uTREAT® for better therapeutic options for certain cancer types.” says CEO Ulrich Krasilnikoff.

Directed issues

The Board of Directors has, with support from the authorization from the Annual General Meeting, decided to execute a directed issue of shares of a total of approximately DKK 6.65 million, to external investors. The directed issue comprises a total of 692,703 shares and has been executed at a subscription price of DKK 9.60 per share, which corresponds to a discount of approximately 20 percent compared to DKK 12.00, which is the volume weighted average price for the Company’s share the last ten trading days, ending on the 13th of June 2024.

Subscriber No. of shares Amount (DKK)
Chr. Olesen Holding A/S 416,666 3,999,993.60
Gerhard Dal 68,750 660,000.00
Strategic Wisdom Nordic Aktiebolag 31,250 300,000.00
Göran Ofsén 25,000 240,000.00
Bjarne Wimmer 20,833 199,996.80
Virksamhedsrådgiver Jens Engbork ApS 20,833 199,996.80
Richard Kilander 15,625 150,000.00
Michelle Wimmer 15,625 150,000.00
Marianne Søgaard 15,625 150,000.00
Peter Breenøe Lange 10,416 99,993.60
Gitte Wimmer 10,416 99,993.60
Louise Lyhne 10,416 99,993.60
Johan Stein 10,416 99,993.60
Simon Hammarström 10,416 99,993.60
Anna Sophie Lebech Kjær 5,208 49,996.80
Amalie Christine Lebech Kjær 5,208 49,996.80
Total 692,703 6,649,948.80

The Board of Directors has also, with support from the authorization from the Annual General Meeting, decided to execute a directed issue of shares of a total of approximately DKK 1.15 million, to the Board of Directors and management. The directed issue comprises a total of 95,833 shares and has been executed to a subscription price of DKK 12.00 per share, which corresponds to the volume weighted average price for the Company’s share the last ten trading days ending on the 13th of June 2024, without any discount.

Subscriber Role in Curasight No. of shares Amount (DKK)
AK 2014 Holding ApS CMO, CSO and BoD 43,750 525,000.00
UK Curacap ApS CEO, CFO and BoD 43,750 525,000.00
Kirsten Drejer Chairman of the BoD 8,333 99,996.00
Total 95,833 1,149,996.00

In addition to the above-mentioned directed issues of shares, the Board of Directors has also decided to propose for an extraordinary general meeting to authorize the Board of Directors to decide to execute a directed issue of 625,000 units, comprising a total of 1,250,000 warrants of series TO2 and 625,000 warrants of series TO3, to Fenja that has signed a pre-subscription agreement regarding the subscription of these units. The units will, provided that the extraordinary general meeting decides to approve the Board of Directors’ proposal, be subscribed at a subscription price of DKK 0.01 per unit. For more information about the warrants of series TO2 and TO3, see “Preferential rights issue and warrants”.

Preferential rights issue and warrants

The Board of Directors of Curasight has also proposed for the extraordinary general meeting to authorize the Board of Directors to decide on a preferential rights issue of a total 1,216,907 units, each unit consisting of a total of 2,433,814 warrants of series TO2 and 1,216,907 warrants of series TO3. The preferential rights issue of units is intended to be carried out to those who are shareholders in the Company at a specific record date, and to be carried out with a subscription price of DKK 0.01 per unit. The preferential rights issue will, provided that the extraordinary general meeting authorizes the Board of Directors and that the Board of Directors decides to execute the preferential rights issue of units, be carried out as soon as the prospectus has been submitted to and approved by the Danish Financial Supervisory Authority (“DFSA”).

Provided that the above is achieved, all those who are shareholders on the record date will receive unit rights. Seventeen (17) unit rights are intended to give the shareholder the right to subscribe for one (1) unit. One (1) unit consists of two (2) warrants of series TO2 and one (1) warrant of series TO3.

Warrants of series TO2 are planned to have an exercise period that runs from and including the 28th of November 2024 until and including 5th of December 2024. The exercise price for warrants of series TO2 will be set on the day before exercise period, will be based on based on the Volume Weighted Average Price in the Company’s share 20 days back, with a discount of 30 percent and be within the range DKK 11.50-15.55. Through the exercise of warrants of series TO2, Curasight can receive a maximum of approximately DKK 57.3 million. The warrants of series TO2 are intended to be subject to trading at Spotlight Stock Market.

Warrants of series TO3 are planned to have an exercise period that runs from and including the 5th of June 2025 until and including 19th of June 2025. The exercise price for warrants of series TO3 will be set on the day before exercise period, will be based on based on the Volume Weighted Average Price in the Company’s share 20 days back, with a discount of 30 percent and be within the range DKK 15.55-19.40. Through the exercise of warrants of series TO3, Curasight can receive a maximum of approximately DKK 35.7 million. The warrants of series TO3 are intended to be subject to trading at Spotlight Stock Market.

The estimated preliminary timeline is illustrated below:

  • Late June 2024 – Directed issue to Board of Directors and directed issue to external investors are registered at Erhvervsstyrelsen
  • Late June 2024 – New shares from the directed issues are distributed to the subscribers
  • Early July 2024 – Curasight holds extraordinary general meeting to decide to execute a directed issue of units to Fenja and to authorize the Board of Directors to decide on issues
  • Early July 2024 – Board of Directors to decide on directed issue of units to Fenja
  • Early September 2024 – Prospectus is approved by the DFSA
  •  Early September 2024 – The Board of Directors decides to execute a preferential issue of units to existing shareholders
  • Mid-September 2024 – Record date to receive unit rights
  • Mid- to late September 2024 – Subscription period for preferential rights issue of units
  • Early October 2024 – Outcome of preferential rights issue is announced
  • Mid-October 2024 – Trading in warrants of series TO2 and series TO3 starts
  • 28 November 2024 – Start of exercise period for warrants of series TO2
  • 5 December 2024 – End of exercise period for warrants of series TO2
  • 5 June 2025 – Start of exercise period for warrants of series TO3
  • 19 June 2025 – End of exercise period for warrants of series TO3

Please note that the timeline is indicative and may be subject to change.

Loan facility

In connection with the directed issues, Curasight has also signed an agreement with Fenja regarding a loan facility of in total DKK 20 million, making it possible for Curasight to draw two loan tranches of DKK 10 million respectively. Curasight has decided to draw upon a first tranche of DKK 10 million. The second tranche of DKK 10 million can be drawn upon once the warrants of series TO2 and TO3 have been submitted to trading on Spotlight Stock Market. The loan facility has a setup fee of 5 percent and the activated loan runs with an interest rate of 1 percent per started 30-day period, and with two separate maturity dates – one for half of the total loan amount on the 31st of December 2024 (after the exercise period for warrants of series TO2) and one for the rest of loan amount as well as the interest on the 31st of July 2025 (after the exercise period for the warrants of series TO3).

For a period running from now until the 5th of December 2024, which is the planned last day in the exercise period for the warrants of series TO2, Fenja has the right to request that the Board of Directors executes directed issues comprising a total issue amount of DKK 5 million, at a subscription price corresponding to 150 percent of the subscription price in the directed issue to external investors executed in June 2024.

For a period running from the day after the planned last day in the exercise period for the warrants of series TO2 until the 19th of June 2025, which is the planned last day in the exercise period for the warrants of series TO3, Fenja has the right to request that the Board of Directors executes directed issues comprising a total issue amount of DKK 5 million, at a subscription price corresponding to 175 percent of the subscription price in the directed issue to external investors executed in June 2024.

Curasight can repay the loan and interest at any time before the maturity date.

Background and use of proceeds

Curasight works within the field of radiopharmaceuticals with the ambition of improving diagnosis and treatment for a more gentle and efficient cancer care. The Company has pioneered the novel uPAR Theranostics platform which uses a highly specific PET imaging ligand to target the uPAR receptor for improved diagnosis uTRACE® and treatment uTREAT®. uPAR is expressed in many types of human cancers and the expression levels of uPAR have been shown to be strongly associated with metastatic disease, i.e. cancer aggressiveness, and subsequent poor prognosis. Curasight’s clinical PET ligand uTRACE® has been succesfully validated in more than 400 patients in several clinical PET imaging trials with uTRACE® in brain, prostate, head and neck, neuroendocrine, oral, breast and urinary bladder cancer.

Using the team’s scientific understanding and preclinical research results, Curasight is committed to developing its uTRACE® and uTREAT® platforms in parallel in a range of different cancers. Today’s announcement is designed to secure funding for the Company’s R&D activities including maintaining the momentum of clinical trials being carried out under the partnership with Curium Inc. for uTRACE® in prostate cancer and activities to broaden the pipeline.

Objectives

2024

  • Q4 Last patient included, part I – uTRACE® (Phase II, Prostate Cancer, Partnered project)
  • Q4 Preliminary efficacy data – uTRACE® (Phase II, Prostate Cancer, Partnered project)

2025

  • Q1 Approval of CTA by EMA – uTREAT® (Phase I/IIa , Therapeutic program, First indication)
  • Q2 Last patient included, Part II – uTRACE® (Phase II, Prostate Cancer, Partnered project)
  • Q2 First patient dosed, part I – uTREAT® (Phase I/IIa, Therapeutic program, First indication)
  • Q3 Topline results, Phase II – uTRACE® (Phase II, Prostate Cancer, Partnered project)
  • Q4 Preliminary efficacy data – uTREAT® (Phase I/IIa, Therapeutic program, First indication)
  • Q4 First patient included, part II – uTREAT® (Phase I/IIa, Therapeutic program, First indication)

2026

  • Q2 Last patient included, part II – uTREAT® (Phase I/IIa, Therapeutic program, First indication)
  • Q2 Approval of CTA by EMA – uTREAT® (Phase I/IIa, Therapeutic program, Basket trial)
  • Q3 First patient included, part I – uTREAT® (Phase I/IIa, Therapeutic program, Basket trial)
  • Q4 Last patient included, part II – uTREAT® (Phase I/IIa, Therapeutic program, First indication)

2027

  • Q1 Topline results, Phase I/IIa – uTREAT® (Phase I/IIa, Therapeutic program, First indication)
  • Q2 Last patient included, part I – uTREAT® (Phase I/IIa, Therapeutic program, Basket trial)
  • Q3 Preliminary efficacy data – uTREAT® (Phase I/IIa, Therapeutic program, Basket trial)

Future capital need

Provided that the warrants of series TO2 and TO3 are exercised in full and at the highest exercise price, Curasight will have funds to finance its operations until the second quarter 2025, when the Company expects to be able to onboard larger institutional investors in parallel with ongoing discussions with big pharma in relation to strategic partnerships and out-licensing agreements.

Advisors

Sedermera Corporate Finance AB is the Company's financial advisor in connection with the capitalization. DLA Piper has been the Company’s legal advisor.

This disclosure contains information that Curasight 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 14-06-2024 17:22 CET.

For more information regarding Curasight, please contact:

Ulrich Krasilnikoff, CEO

Phone: +45 22 83 01 60

E-mail: uk@curasight.dk

www.curasight.com

Curasight is a clinical development company based in Copenhagen, Denmark. The Company is a pioneer in the field of exploiting a novel Positron Emissions Tomography (PET) imaging (uTRACE®) and Radioligand Therapy (uTREAT®) Theranostic Platform targeting the urokinase-type plasminogen activator receptor (“uPAR”). The technology is expected to improve diagnosis and provide more gentle and efficient treatment of multiple cancer types.

Important information

Publication or distribution of this press release may in some jurisdictions be subject to restrictions by law and persons in the jurisdictions where this press release has been published or distributed should inform themselves of and comply with such legal restrictions. The recipient of this press release is responsible for using this press release and the information contained herein in accordance with the applicable regulations of the respective jurisdiction. This press release does not constitute an offer to, or an invitation to, acquire or subscribe for any securities of the Company in any jurisdiction, either from the Company or from anyone else.

This press release neither identifies nor purports to identify risks (direct or indirect) that may be attributable to an investment in new shares. An investment decision due to the directed issues must be made on the basis of all publicly available information regarding the Company and the Company's shares. The information in this press release is published as background information only and does not claim to be complete. Accordingly, an investor should not rely solely on the information in this press release or its accuracy or completeness.

This press release does not constitute a recommendation for any investors' decisions regarding the directed issues. Each investor or potential investor should conduct its own investigation, analysis and evaluation of the business and information described in this announcement and any publicly available information. The price and value of the securities may decrease as well as increase. Achieved results do not constitute a guide for future results.

This press release does not constitute an offer or invitation to acquire or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States without registration, or without application of an exemption from registration, under the then-current U.S. Securities Act of 1933 ("Securities Act") and may not be offered or sold in the United States without being registered, subject to an exemption from, or in a transaction not subject to the registration requirements of the Securities Act. There is no intention to register any securities mentioned herein in the United States or to make a public offering of such securities in the United States. The information in this press release may not be published, copied, reproduced or distributed, directly or indirectly, in whole or in part, in or to Australia, Hong Kong, Japan, Canada, New Zealand, Singapore, South Africa, Belarus, Russia, the United States or any other jurisdiction where such publication , publication or distribution of this information would be contrary to current regulations or where such an action is subject to legal restrictions or would require additional registration or other measures than what follows from Danish law. Actions contrary to this instruction may constitute a violation of applicable securities legislation.

This press release is not a prospectus within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (the "Prospectus Regulation") and has not been approved by any regulatory authority in any jurisdiction. The Company has not approved any offer to the public of shares or rights in any member state of the EEA and no prospectus has been drawn up or will be drawn up in connection with the directed issues. In each EEA Member State, this notice is directed only to "eligible investors" in that Member State as defined in the Prospectus Regulation.

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