ExpreS2ion announces last part of loan conversion and new loan facility
Hørsholm, Denmark, May 04, 2020 – ExpreS2ion Biotech Holding AB (“ExpreS2ion”) hereby announces that SEK 1.75 million (excluding accrued interest) of the loan provided by Modelio Equity AB (“Modelio”) will be converted into new shares at a price of approximately SEK 9.06 (corresponding to a 10% discount off the last 15 trading days volume-weighted average share price). Following this conversion there is no remaining outstanding SEK 5 million bridge loan to Modelio. In parallel, a new combination of a loan and a loan facility totalling up to SEK 6.5 million (“New Modelio Loan”) provides new working capital funding to the Company.
During 2019 ExpreS2ion announced that the company secured a combination of a bridge loan and a loan facility of up to SEK 8 million in total from Modelio Equity AB. Including accrued interest SEK 1 761 375 of the loan provided by Modelio Equity AB will be converted into new shares at SEK 9.061130316686215 corresponding to a 10% discount off the volume-weighted average share price during the last 15 trading days on Nasdaq First North Growth Market. Following this conversion there is no remaining outstanding SEK 5 million bridge loan to Modelio.
Number of shares, share capital and dilution
When the converted part of the loan from Modelio Equity AB has been registered with the Swedish Companies Registration Office, the number of shares in ExpreS2ion will increase by 194 388 shares and thus amount to a total of 15,929,691 shares. The total share capital will amount to SEK 1 769 965.6666686913739125328568506. The dilution effect for the company's existing shareholders amounts to 1.2 percent.
New Modelio Loan
ExpreS2ion enters into a new agreement with Modelio Equity AB that consists of two parts: a loan of SEK 3.5 million and a loan facility of up to SEK 3 million. It is structured as follows:
- ExpreS2ion will receive a new loan of SEK 3.5 million in May 2020. The payment will be charged with a 6% fee. The loan has a total monthly interest of 1.5%. The loan can be repaid at any time until December 31st, 2020 at the latest.
- The loan facility amounts to SEK 3 million in total. It will be activated if ExpreS2ion’s share price reaches 5.5 SEK per share. For this facility, the Company is charged with an upfront fee of 2%, a further fee of 1% if the Company’s share price reaches 5.5 SEK per share and an activation fee of 2%.
The loan agreement for both the loan and the loan facility enables the lender to convert the combined loan into shares in ExpreS2ion at a 10% discount compared to the Volume-Weighted Average Price (VWAP) of the last 15 trading days prior to the lender’s decision to convert the combined loan. A conversion into shares is limited by the authorisation granted to ExpreS2ion’s Board of Directors from the Annual General Meeting on May 23rd, 2019 to be able to conduct one or several share issues corresponding to an increase in share capital of no more than 10% based on the total share capital of the Company at the time of the Annual General Meeting 2019. No less than SEK 1 million of the loan can be converted into shares. The lender is allowed a maximum of three such conversions. The lender may not convert the loan into shares if ExpreS2ion’s VWAP share price is below 5.0 SEK per share. Throughout the duration of the loan, the Company has the right to repay the loan, in whole or in part, at any time. Upon such notice from ExpreS2ion, the lender has 48 hours to decide whether the repayment shall be made in shares or in cash.
ExpreS2ion’s CEO Bent Frandsen comments:
“We have been very pleased to receive the financial support from Modelio, which supported our business activities the last 6 months, especially with respect to our prioritized pipeline driven business model, which led into the initiation in February of the COVID-19 vaccine development program. Furthermore, due to the current unprecedented situation following the COVID-19 impact on the general financial options, we see this as a sign of confidence in our Company that Modelio offered an opportunity to increase our loan. Thus, we are able to secure additional working capital to further improve our cash position and invest further in our product pipeline in 2020”.
Modelio’s CEO Oliver Molse comments:
“We continue to follow ExpreS2ion and support with our flexible financing solutions. I am very pleased with the efforts the Company pursue to become a valuable pipeline driven biotech company, and Modelio backs up ExpreS2ion’s current focus on developing a unique COVID-19 vaccine solution together with its joint venture AdaptVac”.
Svensk Kapitalmarknadsgranskning AB
Telefon: +46 11 32 30 732
For further information about ExpreS2ion, please contact:
Bent U. Frandsen, CEO
Telephone: +45 4256 6869
This press release contains information that ExpreS2ion is obligated to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication through the agency of the contact person set out above on May 04, 2020.
ExpreS2ion Biotechnologies ApS is a fully owned Danish subsidiary of ExpreS2ion Biotech Holding AB with company register number 559033-3729. ExpreS2ion has developed a unique technology platform, ExpreS2, for fast and efficient non-clinical development and production of complex proteins for new vaccines and diagnostics. ExpreS2 is regulatorily validated for clinical supply. The platform includes functionally modified glycosylation variants for enhanced immunogenicity and pharmacokinetics. Since 2010, the Company has produced more than 300 proteins and 40 virus-like particles (VLPs) in collaboration with leading research institutions and companies. Since 2017, ExpreS2ion develops novel VLP based vaccines through its joint venture AdaptVac ApS. For additional information, please visit www.expres2ionbio.com and www.adaptvac.com.