Dicot resolves on a directed issue of shares (compensation issue) to guarantors in conjunction with the oversubscribed rights issue
Press release: Uppsala, July 7, 2020. Dicot AB (”Dicot” or the "Company") has completed the rights issue of units amounting to SEK 21.8 million, which was disclosed on April 23, 2020 and resolved by the annual general meeting on May 26, 2020 (the ”Rights Issue”) In connection herewith, in accordance with the underwriting commitments that have been drawn up, a directed issue of shares to the guarantors in the Rights Issue who have chosen to receive guarantee compensation in the form of newly issued shares in the Company (the “Compensation Issue") is implemented. The subscription price in the Compensation Issue is set at SEK 1.80 per share and payment is made through set-off of the guarantors' claims.
As previously communicated in conjunction with the Rights Issue, the guarantors had, in accordance with the underwriting agreements drawn up, the opportunity to choose to receive guarantee compensation in the form of cash or newly issued shares in the Company. A number of guarantors have chosen to receive the guarantee compensation in the form of newly issued shares. As a result, the Board of Directors, supported by authorization from the Annual General Meeting on May 26, 2020, has decided on the Compensation Issue, which comprises a total of 166,665 shares.
Payment in the Compensation Issue shall be made by setting off the respective guarantor's claim for guarantee compensation. The subscription price has been set at SEK 1,80 per share, which corresponds to the volume weighted average price for Dicot shares during the subscription period from June 4, 2020 to June 18, 2020. All shares in the Compensation Issue have been subscribed and allocated. Through the Compensation Issue, the number of shares in Dicot increases by 166,665 shares to a total of 38,341,697 shares, and the share capital increases by a total of SEK 20,833.125 to SEK 4,792,712.125 (calculated on the number of outstanding shares in the Company after final registration of the Rights Issue at the Swedish Companies Registration Office). The dilution due to the Compensation Issue amounts to approximately 0.43 percent (calculated on the number of shares outstanding in the Company after final registration of the Rights Issue at the Swedish Companies Registration Office).
Mangold Fondkommission AB is acting as financial adviser to the Company in the Rights Issue. Advokatfirman Lindahl KB is acting as the legal adviser to the Company.
For further information, please contact:
Göran Beijer, CEO
Tel: +46 (0) 706 63 60 09
About Dicot AB
Dicot is a pharmaceutical company focused on drug discovery and the development of novel lifestyle drugs to enrich patients' lives. The Company develops and manufactures medicines for the treatment of erectile dysfunction and premature ejaculation. The company's lead product, Libiguin™, for the treatment of sexual dysfunctions, is in a stage of pre-clinical development. Dicot is listed on the Spotlight Stock Market and has approximately 900 shareholders. For more information see www.dicot.se.
This information is such that Dicot AB is required to make public in accordance with the EU’s Market Abuse Regulation (MAR). The information was made public by the Company’s contact person above on July 7, 2020.
This press release is not an offer to subscribe for shares or units in Dicot and investors should not subscribe or acquire any securities. Invitation to concerned persons to subscribe for shares in Dicot will only be made through the EU growth prospectus.
This press release shall not, directly or indirectly, be released, published or distributed in or to the United States, Australia Japan, Canada, New Zealand, Hong Kong, South Africa or or in any other country where the Rights Issue or distribution of the press release is in violation of applicable laws or regulations or presupposes that a further prospectus is established, registered or that any other measure is undertaken beyond that required by Swedish law. where such action as a whole or in part is subject to legal restrictions.
Neither unit rights, units subscribed for ("BTU") or newly issued units have been recommended or approved by any US federal or state securities authority or regulatory authority. No subscription rights, BTA or newly issued shares have been registered or will be registered under the United States Securities Act of 1933, or under the securities law of any state in the United States. Therefore, no new shares, paid subscribed shares, subscription rights or other securities issued by the Company may be transferred, exercised or offered for sale in the United States other than in such exceptional cases that do not require registration or through a transaction that is not covered by such registration. There is no intention to register any portion of the offer in the United States and the securities issued in the Compensation Issue will not be offered to the public in the United States.
The Company has not authorized any offer to the public with regards to the shares or rights that are referred to in this communication in any member state of the European Economic Area (‘‘EEA’’) besides Sweden. This communication is only addressed to and is only directed at qualified investors in other members states within the EEA member state and in the United Kingdom.