Dignitana’s rights issue fully subscribed

THIS PRESS RELEASE MAY NOT BE MADE PUBLIC, PUBLISHED OR DISTRIBUTED, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, BELARUS, HONG KONG, JAPAN, CANADA, NEW ZEALAND, RUSSIA, SWITZERLAND, SINGAPORE, SOUTH AFRICA, SOUTH KOREA, OR ANY OTHER JURISDICTION WHERE SUCH ACTION IS WHOLLY OR PARTIALLY SUBJECT TO LEGAL RESTRICTIONS. SEE ALSO THE "IMPORTANT INFORMATION" SECTION BELOW.

Dignitana AB (publ) ("Dignitana" or the "Company") today, on 4 April 2024, announces the outcome of the rights issue of shares that was announced through a press release on 21 February 2024 (the "Rights Issue"). The Rights Issue has been subscribed to a total of 100 percent, of which approximately 54.14 percent was subscribed for with subscription rights and approximately 1.28 percent was subscribed for without subscription rights. Thus, the underwriter who issued the top underwriting is allotted approximately 26.14 percent of the Rights Issue and the underwriter who issued the bottom underwriting is allotted approximately 18.44 percent of the Rights Issue. Through the Rights Issue, Dignitana receives approximately MSEK 19.1 before issuing costs, of which approximately MSEK 13.5 is received in cash and approximately MSEK 5.6 is received through set-off of debt.

Subscription and allotment

The subscription period for the Rights Issue ended on 2 April 2024 and the summary shows that 5,450,547 shares, corresponding to approximately 54.14 percent of the Rights Issue, were subscribed for with subscription rights. In addition, 129,122 shares were subscribed for without subscription rights, corresponding to approximately 1.28 percent of the Rights Issue. Thus, the underwriter who issued the top undertaking is allotted 2,631,578 shares, corresponding to approximately 26.14 percent of the Rights Issue and the underwriter who issued the bottom undertaking is allotted 1,856,489 shares, corresponding to approximately 18.44 percent of the Rights Issue, whereby the Rights Issue in total is subscribed to 100 percent. Dignitana will thereby receive approximately MSEK 19.1 before issue costs, which are estimated to amount to approximately MSEK 0.8, of which approximately MSEK 13.5 is provided to the Company in cash and approximately MSEK 5.6 is received through set off of Agartha AB's outstanding claim on the Company.

Allocation of shares subscribed for without subscription rights has been made in accordance with the principles stated in the conditions and instructions available on the Company's website. Notification of allocation is made through a contract note sent by mail to each subscriber. Allocated shares shall be paid in accordance with the instructions in the contract note.

Trading in BTA

Trading in paid subscribed shares ("BTA") is currently conducted on Nasdaq First North Growth Market under the ticker DIGN BTA 1 until when the Rights Issue has been registered with the Swedish Companies Registration Office, which is expected to take place around week 15, 2024. Thereafter, after approximately one week, BTA will be converted into shares and admitted to trading on Nasdaq First North Growth Market.

Underwriting undertakings

The Rights Issue was subject to a bottom underwriting undertaking of approximately MSEK 6 and a top underwriting undertaking of approximately MSEK 5. Compensation for the bottom underwriting undertaking amounts to five (5) percent of the underwriting amount in cash, corresponding to approximately MSEK 0.3. No compensation will be paid for the top underwriting undertaking.

Number of shares and share capital

Through the Rights Issue, the share capital in the Company increases by SEK 1,006,773.60, from SEK 7,047,415.50 to SEK 8,054,189.10 and the number of shares increases by 10,067,736 shares, from 70,474,155 shares to 80,541,891 shares, corresponding to a dilution effect of 12.50 percent.

Advisors

Fredersen Advokatbyrå AB is the legal advisor and Nordic Issuing AB is the issuing agent to Dignitana in connection with the Rights Issue.

Important Information

The publication, announcement or distribution of this press release may, in certain jurisdictions, be subject to legal restrictions and persons in the jurisdictions where this press release has been published or distributed should inform themselves about 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 rules in each jurisdiction. No action has been taken and no action will be taken to permit an offer to the public in jurisdictions other than Sweden.

Any investment decision in connection with the Rights Issue shall be made based on all publicly available information relating to the Company. The information in this press release is published only as background information 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 may not be announced, published, or distributed, directly or indirectly, in or into the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Switzerland, Singapore, South Africa, South Korea, Russia, Belarus or in any other jurisdiction where the distribution of this press release would be unlawful. Nor does this press release constitute an offer to sell shares, subscription rights, BTAs or other securities to any person in a jurisdiction where it would not be permitted to make such an offer to such a person or where such action would require other prospectus, registration or other measures other than under Swedish law. The application form and other documents related to the Rights Issue may not be distributed in or to any country where such distribution or the Rights Issue requires measures as stated in the previous sentence or where they would be contrary to the rules of such country. Actions contrary to this instruction may constitute a violation of applicable securities laws.

None of the shares, subscription rights, BTAs or other securities have been or will be registered under the United States Securities Act of 1933, as amended (the "Securities Act") or the securities laws of any state or other jurisdiction in the United States and may not be offered, subscribed for, exercised, pledged, sold, resold, allotted, delivered or transferred, resold, assigned, delivered or otherwise transferred, directly or indirectly, in or into the United States except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with the securities laws of any state or other jurisdiction of the United States.

As Dignitana has made the assessment that the Company conducts activities worthy of protection under The Foreign Direct Investment Screening Act (2023:560), certain investments in the Rights Issue may require review by the Swedish Inspectorate of Strategic Products. For more information, please visit the Swedish Inspectorate of Strategic Products’ website, www.isp.se, or contact the Company.

Forward-looking statements

This press release may contain some forward-looking statements that reflects the Company’s current view of future events and financial and operational development.  Words such as “intend”, “consider” “expect”, “may”, “plan”, “believe”, “estimate” and other expressions that imply indications or predictions of future developments or trends, and that are not based on historical facts, constitute forward-looking statements. By its nature, forward-looking statements involves known and unknown risks and uncertainties because it is dependent on future events and circumstances. Forward-looking statements is not a guarantee of future results or development and actual outcomes may differ materially from those expressed in forward-looking statements. Neither the Company nor anyone else undertakes to review, update, confirm or publicly announce any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this press release, unless required by law or the Nasdaq First North regulations for issuers.

For More Information Contact 

Melissa Bourestom, Chief Communications Officer,  melissa.bourestom@dignitana.com  +1 469-518-5031

About Dignitana

Dignitana AB is the world leader in clinically superior scalp cooling technology. The company produces The DigniCap® Scalp Cooling System, a patented medical cooling device that offers cancer patients the ability to minimize hair loss during chemotherapy. FDA cleared since 2015, DigniCap provides continuous cooling with high efficacy, safety and patient comfort. Hailed internationally as a life-changing medical advancement for cancer patients, The DigniCap Scalp Cooling System was invented in 1999 by a Swedish Oncology nurse and has been available in Europe since 2001.  Dignitana AB is listed on Nasdaq First North Growth Market in Sweden with headquarters in Lund, Sweden and US operations based in Dallas, Texas in the United States.  Company subsidiaries are Dignitana, Inc. in the United States and Dignitana S.r.l. in Italy. Certified Adviser is Redeye AB. Learn more at www.dignitana.com or www.dignicap.com.