Dicot Pharma’s rights issue oversubscribed
Uppsala, Sweden, September 4, 2024. Dicot Pharma AB (”Dicot Pharma”) today announces that the rights issue of units was subscribed to 124 percent, thus oversubscribed. The rights issue consists of shares and warrants of series 6 ("Units"), with preferential rights for existing shareholders (the "Rights Issue"). The outcome shows that 97,645,294 Units (approx. 95.5 percent of the Rights Issue) have been subscribed for with unit rights. In addition, Dicot Pharma received applications for subscription of a total of 29,206,360 Units without the support of unit rights (approx. 28.6 percent of the Rights Issue). Considering this and to accommodate the strong interest from investors in participating in the Rights Issue, the Board of Directors of Dicot Pharma has resolved to exercise the authorization regarding the over-allotment option, received by the extra general meeting on August 1, 2024, resulting in the issuing of an additional five percent of the existing number of shares after the completion of the Rights Issue, corresponding to SEK 12.3 million. Through the Rights Issue and the over-allotment option, Dicot Pharma will receive proceeds of SEK 134.9 million before deductions of issuing costs. Those that have been allocated Units without the support of unit rights will be notified by distribution of a contract note. No allocation has been made to the guarantors of the Rights Issue.
“We are extremely pleased with the strong support from our current shareholders, and from new investors. That the Rights Issue was oversubscribed indicates on the big interest in Dicot Pharma and the credence to our drug development. We have learned that larger owners, including board members and members of management, subscribed more than the subscription commitments they entered into, which we greatly appreciate. With this fine outcome, we can, backed by a strong financial position, take the potency drug candidate LIB-01 through the so-called proof of concept phase, while also investing in the development of new indications. We are very confident about the future and want to express our warm gratitude to all of you who have supported us and will make sure to handle your trust with care”, says Elin Trampe, CEO of Dicot Pharma.
Outcome of the Rights Issue and utilization of over-allotment option
The subscription period for the Rights Issue ended on August 30, 2024. The Rights Issue consisted of a maximum of 102,195,229 Units, of which 97,645,294 Units (approx. 95.5 percent of the Rights Issue) have been subscribed for with unit rights. An additional 29,206,360 Units were subscribed for without the support of unit rights (approx. 28.6 percent. In total, 126,851,654 Units were subscribed for with and without the support of unit rights (approx. 124.1 percent). Thus, the Rights Issue is oversubscribed, and no allocation has been made to the guarantors of the Rights Issue.
With regards to the great interest and to accommodate the strong interest from investors in participating in the Rights Issue, the Board of Directors of Dicot Pharma has resolved to exercise the authorization regarding the over-allotment option (the so-called expanded offer), received by the extra general meeting on August 1, 2024, resulting in the issuing of an additional five percent of the existing number of shares after the completion of the Rights Issue, corresponding to SEK 12.3 million. The additional capital proceeds will be used for the development of new indications and to advance R&D activities.
Through the Rights Issue and the over-allotment option, Dicot Pharma will receive proceeds of SEK 134.9 million before deductions of issuing costs. The over-allotment is made on the same terms as in the Rights Issue, and those entitled to allocation are those who applied for subscription in the Rights Issue, but who did not receive the full allocation in accordance with their subscription.
Those who received an allocation without the support of unit rights, including the over-allotment, will receive shares and warrants of series 6 directly instead of paid subscribed Unit (“BTU”).
Notice of allocation
Allocation of Units subscribed for without the support of unit rights within the framework of the Rights Issue as well as the over-allotment has been made in accordance with the principles set out in the prospectus, published on August 14, 2024. Notification of allocation of Units subscribed for without the support of unit rights will be sent shortly to those who have been allocated Units through a settlement note. Payment for allocated Units shall be made by cash payment in accordance with the instructions in the settlement note. Nominee-registered shareholders will receive notification of allocation in accordance with the routines from the respective nominee.
Share capital and number of shares
Through the Rights Issue and the over-allotment, the share capital in Dicot Pharma increases by SEK 6,295,226.056, from SEK 5,722,932.838 to SEK 12,018,158.894, through the issuance of 899,318,008 shares. The number of shares thus increases from 817,561,834 to 1,716,879,842 shares. The dilution amounts to 52.4 percent.
Trading in BTU and conversion into shares and warrants of series 6
Trading in BTU will take place on Spotlight Stock Market until approximately the week after the Rights Issue has been registered with the Swedish Companies Registration Office. Registration of the Rights Issue is expected to take place around week 37, 2024. A separate press release with the exact schedule regarding conversion of BTU into shares and warrants of series 6 will be published in connection with the registration.
Warrants of series 6
Each warrant of series 6 entitles the holder to subscribe for two new shares during the period March 17 - 31, 2025, at an exercise price of 100 - 150 percent of the subscription price in the Rights Issue, i.e., a minimum of SEK 0.15 and a maximum of SEK 0.225 per share. The exercise price will be determined as 70 percent of the volume-weighted average price of Dicot Pharma's share during a measurement period falling on February 24 - March 10, 2025.
If all warrants of series 6 are exercised for subscription of new shares, Dicot Pharma will receive additional proceeds of maximum SEK 50.6 million, and an additional 224,829,502 new shares will be issued. In such a case, Dicot Pharma's share capital will increase by an additional SEK 1,573,806.514, resulting in an additional dilution of 11.6 percent.
Underwriting undertakings
For the underwriting undertakings, a guarantee remuneration of twelve percent of the guaranteed amount shall be paid as a cash remuneration, alternative fifteen percent in Units. Each guarantor has the right to choose whether the guarantee remuneration is to be paid in cash or in the form of Units. The subscription price for any Units that are issued as guarantee remuneration is set at SEK 1.20 per Unit, which corresponds to the subscription price for Units in the Rights Issue. In total, a maximum of 7,800,000 new Units may be issued as guarantee remuneration to the guarantors. No allocation has been made to the guarantors as the subscribed amount exceeded the guaranteed level.
Advisors
Corpura Fondkommission AB acts as Sole Coordinator and Joint Bookrunner together with Penser by Carnegie, Carnegie Investment Bank AB (publ) in connection to the Rights Issue, and Advokatfirman Lindahl KB is legal adviser.
For further information, please contact:
Elin Trampe, CEO
Phone: +46 72 502 10 10
E-mail: elin.trampe@dicotpharma.com
About Dicot Pharma AB
Dicot Pharma is developing the drug candidate LIB-01, which will be a potency agent to better treat erectile dysfunction and premature ejaculation. The ambition is to create a drug with significantly longer effect and far fewer side effects, compared to current available drugs. Today, over 500 million men suffer from these sexual dysfunctions and the market is valued at USD 8 billion. Dicot Pharma's strategy is to develop LIB-01 under own auspices until phase 2a study and thereafter in partnership with larger, established pharmaceutical companies, finance and develop LIB-01 further to a registered pharmaceutical on the world market.
Dicot Pharma is listed on Spotlight Stock Market and has approximately 6,500 shareholders. For more information, please visit www.dicotpharma.com.
This disclosure contains information that Dicot Pharma AB 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 04-09-2024 14:43 CET.