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  • Devyser announces the outcome of the offering of the company’s shares – trading on Nasdaq First North Premier Growth Market in Stockholm commences today

Devyser announces the outcome of the offering of the company’s shares – trading on Nasdaq First North Premier Growth Market in Stockholm commences today

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NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES OF AMERICA, JAPAN, CANADA, AUSTRALIA OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE “IMPORTANT INFORMATION” AT THE END OF THE PRESS RELEASE

Devyser Diagnostics AB (publ) (“Devyser” or the “Company”), which develops, manufactures and sells kits for genetic testing in routine diagnostics to laboratories in more than 45 countries, today announces the outcome of the offering of the Company’s shares (the “Offering”) and the listing of the shares on Nasdaq First North Premier Growth Market in Stockholm. The Offering attracted strong interest, both from institutional investors in Sweden and internationally as well as the general public in Sweden. The Offering was multiple times oversubscribed. Trading on Nasdaq First North Premier Growth Markets commences today on 10 December 2021.

The Offering in brief

  • The price per share in the Offering was, as previously communicated, SEK 80, corresponding to a total market value of approximately SEK 1,215 million for all outstanding shares in the Company upon completion of the Offering.
  • The Offering comprised 3,750,000 newly issued shares corresponding to an amount of SEK 300 million1 and 533,640 existing shares offered by the Selling Shareholders.2 The total Offering, excluding over-allotment, thus comprised 4,283,640 shares and amounted to approximately SEK 343 million, representing approximately 28.2 percent of the total number of shares in the Company upon completion of the Offering.
  • In order to cover any over-allotment in connection with the Offering, the Company has committed to offer a maximum of 625,000 newly issued shares, corresponding to approximately 14.6 percent of the total number of shares in the Offering (the "Over-Allotment Option").
  • Provided that the Over-Allotment Option is exercised in full, the Offering comprises 4,908,640 shares, which amounts to approximately SEK 393 million, representing approximately 31.0 percent of the total number of shares in the Company upon completion of the Offering.
  • A mutual fund managed by the Asset Management of German bank Joh. Berenberg, Gossler & Co. KG and The Forth Swedish National Pension Fund have, subject to certain customary conditions, committed to acquire shares in the Offering for SEK 120 million, which represents approximately 9.5 percent of the total number of shares in the Company upon completion of the Offering (assuming that the Over-Allotment Option is exercised in full).
  • The Company, members of the Company’s board of directors, the management team and founders, have entered into lock-up undertakings for a period of 360 days and certain other shareholders have entered into lock-up undertakings for a period of 180 days from the first day of trading on Nasdaq First North Premier Growth Market.
  • The first day of trading on Nasdaq First North Premier Growth Market in Stockholm is on 10 December 2021 and the share will trade under the ticker symbol “DVYSR”. Settlement is expected to take place on 14 December 2021.

About Devyser

Devyser is specialized in the development, manufacture, and sales of diagnostic kits. The products are sold to routine diagnostic laboratories in more than 45 countries. The products are used for complex DNA testing within hereditary diseases, oncology, and transplantation. The products are used to guide targeted cancer therapies, to enable a wide array of genetic tests, as well as in post-transplant follow-up. Devyser’s product development focuses on simplifying and streamlining complex testing processes to improve throughput, reduce hands-on time and produce accurate and trusted results. Devyser was founded in 2004 and is based in Stockholm, Sweden.

The prospectus is available at https://investors.devyser.com/en/ipo.

Stabilization measures

In connection with the Offering, Carnegie Investment Bank AB (publ) ("Carnegie"), will act as stabilisation manager ("Stabilisation Manager") and may, to the extent permitted in accordance with Swedish law, conduct transactions in order to maintain the market price for the shares at a level above that which might otherwise prevail in the open market. Such stabilisation transactions may be carried out on Nasdaq First North Premier Growth Market, in the over-the-counter market or otherwise, at any time during the period starting on the date of commencement of trading in the shares on Nasdaq First North Premier Growth Market and ending not later than 30 calendar days thereafter.

The Stabilisation Manager has no obligation to undertake any stabilisation measures and there is no assurance that stabilisation measures will be undertaken. Under no circumstances will transactions be conducted at a price higher than the one set in the Offering. The Stabilisation Manager may use the Over-Allotment Option to over-allot shares in order to facilitate any stabilisation transaction.

The stabilisation transactions, if conducted, may be discontinued at any time without prior notice but must be discontinued no later than within the aforementioned 30-day period. The Stabilisation Manager must, no later than by the end of the seventh trading day after stabilisation transactions have been undertaken, in accordance with article 5(4) of the Market Abuse Regulation (EU) 596/2014 and the Commission Delegated Regulation (EU) 2016/1052, disclose that stabilisation measures have been undertaken. Within one week of the end of the stabilisation period, the Stabilisation Manager will disclose whether or not stabilisation measures were undertaken, the date on which stabilisation started, the date on which stabilisation was last carried out as well as the price range within which stabilisation was carried out for each of the dates when stabilisation measures were conducted.

Advisers

Carnegie acts as Sole Global Coordinator and Sole Bookrunner. Advokatfirman Hammarskiöld & Co AB is the legal adviser to Devyser. Wigge & Partners Advokat KB is the legal adviser to Carnegie. Redeye AB is the Certified Adviser to the Company.


For more information, please contact:

Fredrik Alpsten

CEO

Email: fredrik.alpsten@devyser.com

Tel: +46 706 673 106

Sabina Berlin

CFO

Email: sabina.berlin@devyser.com

Tel: +46 739 519 502

The information was submitted for publication, through the agency of the contact persons set out above, at 08:00 CET on 10 December 2021.

Important information

This announcement is not an offer to sell or a solicitation of any offer to buy any securities issued by Devyser Diagnostics AB (publ) (the "Company") in any jurisdiction where such offer or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of such jurisdiction.

Any offering of the securities referred to in this announcement will be made by means of a prospectus. This announcement is not a prospectus for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/ EC (and, with respect to the United Kingdom, such regulation as it forms part of the domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018) (the “Prospectus Regulation”). Investors should not invest in any securities referred to in this announcement except on the basis of information contained in the aforementioned prospectus.

In any EEA member state other than Sweden, and in the United Kingdom, this communication is only addressed to and is only directed at qualified investors in that member state or the United Kingdom within the meaning of the Prospectus Regulation (as applicable), for example, only to investors who can receive the offer without an approved prospectus in such EEA member state or in the United Kingdom.

This document and the information contained herein are not for distribution in or into the United States. This document does not constitute an offer to sell, or a solicitation of an offer to purchase, any securities in the United States. Any securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States.

In the United Kingdom, this document is only being distributed to and is only directed at (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”) or (ii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons in (i) and (ii) above together being referred to as “relevant persons”). The Shares are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person must not act or rely on this document or any of its contents. Persons distributing this document must satisfy themselves that it is lawful to do so.

Matters discussed in this press release may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as “believe”, “expect”, “anticipate”, “intend”, “estimate”, “will”, “may”, “continue”, “should”, “could” and similar expressions. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond the Company’s control. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice.

The Company does not undertake any obligation to review, update, confirm or release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this communication.

1Before transaction costs.

2Selling Shareholders comprises Ulf Klangby, Anders Hedrum, Dan Hauzenberger and Virginio Marra. Additional information regarding the Selling Shareholders and the number of shares which the Selling Shareholders will own after the Offering is available in the prospectus regarding the Offering.

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