Cyxone announces outcome of the rights issue
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Cyxone AB ("Cyxone" or the "Company") has completed the new share issue with preferential rights for the Company's shareholders, which was resolved upon by the board of directors on 21 December 2021 pursuant to the authorization granted by the annual general meeting on 3 June 2021 (the "Rights Issue"). The subscription period ran from and including 3 January 2022 to and including 21 January 2022. Through the Rights Issue, Cyxone will receive approximately SEK 61 million before deduction of issue costs. 9,682,716 shares, corresponding to approximately 25 per cent of the Rights Issue, were subscribed for by exercise of subscription rights. Furthermore, 965,511 shares were subscribed for without subscription rights, corresponding to approximately 3 per cent of the Rights Issue, and 24,119,445 shares, corresponding to approximately 63 per cent of the Rights Issue, were subscribed for by issue guarantors. In total, the Rights Issue was subscribed to approximately 91 per cent.
Cyxone has carried out the Rights Issue to enable continued development and to finance the initiation of the Company's planned Phase 2b study of Rabeximod for rheumatoid arthritis (RA).
"With the proceeds from this capital raise, we can now continue to work towards our strategic goals in accordance with our plan for delivering value creation to our shareholders and to patients world-wide. I would like to thank our existing shareholders for their continued trust and direct a warm welcome to our new shareholders," comments Tara Heitner, CEO, Cyxone.
The Rights Issue comprised a maximum of 38,206,233 shares, of which 9,682,716 shares, corresponding to approximately 25 per cent of the Rights issue, was subscribed for by exercise of subscription rights. A total of 965,511 shares, corresponding to approximately 3 per cent of the Rights Issue, was subscribed for without subscription rights. In addition, 24,119,445 shares was subscribed for by issue guarantors, corresponding to approximately 63 per cent of the Rights Issue. Thus, 34,767,672 shares, corresponding to approximately 91 per cent of the Rights Issue, was subscribed for. Through the Rights Issue, Cyxone will receive approximately SEK 61 million before deduction of issue costs, which are estimated to approximately SEK 10 million.
Notification regarding allocation
Allocation of shares has been made in accordance with the allocation principles described in the prospectus that was published by the Company in connection with the Rights Issue (the "Prospectus"). Notification regarding allocation of shares subscribed for without subscription rights will be made by post of a contract note to each subscriber. Allocated shares subscribed for without subscription rights shall be paid for in accordance with the instructions in the contract note.
Trading in BTA
Trading in BTA (Sw. betald tecknad aktie) is currently taking place at Nasdaq First North Growth Market and will cease when the Rights Issue has been registered by the Swedish Companies Registration Office (Sw. Bolagsverket), which is expected to take place around week 5, 2022. BTAs will then be converted to ordinary shares.
Number of shares and share capital
Through the Rights Issue, the number of shares in the Company increases by 34,767,672 shares, from 63,677,056 shares to 98,444,728 shares. The Company's share capital increases by SEK 2,623,974.435259, from SEK 4,805,814.063609 to SEK 7,429,788.498868. The Rights Issue entails a dilution of approximately 35 per cent for shareholders who did not participate in the Rights Issue.
In connection with the Rights Issue, the Company has entered into agreements on guarantee commitments. For the guarantee commitments, guarantee compensation is paid, either in cash compensation amounting to ten (10) per cent of the guaranteed amount, or alternatively twelve (12) per cent of the guaranteed amount in the form of newly issued shares in the Company. The subscription price for any shares issued to issue guarantors has been set to SEK 1.75, corresponding to the volume-weighted average share price (VWAP) for the Company's share on Nasdaq First North Growth Market during the subscription period in the Rights Issue rounded to two decimals. In case all guarantors would choose to receive guarantee commission in shares, a total of a maximum of 4,172,120 new shares would be issued as guarantee commission.
Vator Securities AB acts as financial adviser and Setterwalls Advokatbyrå AB acts as legal adviser in connection with the Rights Issue. Vator Securities AB also acts as issuing agent in connection with the Rights Issue.
Tara Heitner, CEO
Tel: +46 70 781 88 08
Email: [email protected]
211 22 Malmö, Sweden
This information is information that Cyxone AB is obliged 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, at 19.30 CET on 25 January 2022.
Cyxone AB (publ) (Nasdaq First North Growth Market: CYXO) develops disease modifying therapies for diseases such as rheumatoid arthritis and multiple sclerosis as well as treatments for virally induced acute respiratory disorders. Rabeximod is a Phase 2 candidate drug being evaluated for the management of rheumatoid arthritis and moderate Covid-19 infections. T20K is a Phase 1 candidate drug for treatment of multiple sclerosis. Certified Adviser is FNCA Sweden AB, +46(0)8-528 00 399, [email protected] For more information, please visit www.cyxone.com
The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares or other securities in Cyxone. No action has been taken and measures will not be taken to permit a public offering in any jurisdictions other than Sweden. Any invitation to the persons concerned to subscribe for shares in Cyxone has only been made through the Prospectus that was published by the Company on 23 December 2021. The Prospectus has been approved and registered by the Swedish Financial Supervisory Authority and has been published on the Company's website, www.cyxone.com. The approval of the Prospectus by the Swedish Financial Supervisory Authority shall not be regarded as an approval of the shares or any other securities. This release is however not a prospectus in accordance to the definition in the Prospectus Regulation (EU) 2017/1129 ("Prospectus Regulation") and this announcement does not identify or suggest, or purport to identify or suggest, the risks (direct or indirect) that may be associated with an investment in shares or other securities in Cyxone. In order for investors to fully understand the potential risks and benefits associated with a decision to participate in the Rights Issue, any investment decision should only be made based on the information in the Prospectus. Thus, investors are encouraged to review the Prospectus in its entirety.
The information in this press release may not be released, distributed or published, directly or indirectly, in or into the United States of America, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa, South Korea, Switzerland or any other jurisdiction in which such action would be unlawful or would require registration or any other measures than those required by Swedish law. Actions in violation of these restrictions may constitute a violation of applicable securities laws. No shares or other securities in Cyxone have been registered, and no shares or other securities will be registered, under the United States Securities Act of 1933, as amended (the "Securities Act") or the securities legislation of any state or other jurisdiction in the United States of America and no shares or other securities may be offered, sold or otherwise transferred, directly or indirectly, in or into the United States of America, except under an available exemption from, or in a transaction not subject to, the registration requirements under the Securities Act and in compliance with the securities legislation in the relevant state or any other jurisdiction of the United States of America.
Within the European Economic Area ("EEA"), no public offering of shares or other securities ("Securities") is made in other countries than Sweden. In other member states of the EU, such an offering of Securities may only be made in accordance with the Prospectus Regulation. In other member states of the EEA which have implemented the Prospectus Regulation in its national legislation, any offer of Securities may only be made in accordance with an applicable exemption in the Prospectus Regulation and/or in accordance with an applicable exemption under a relevant national implementation measure. In other member states of the EEA which have not implemented the Prospectus Regulation in its national legislation, any offer of Securities may only be made in accordance with an applicable exemption under national law.
In the United Kingdom, this document and any other materials in relation to the securities described herein is only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, "qualified investors" (within the meaning of the United Kingdom version of the EU Prospectus Regulation (2017/1129/ EU) which is part of United Kingdom law by virtue of the European Union (Withdrawal) Act 2018) who are (i) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); (ii) high net worth entities etc. falling within Article 49(2)(a) to (d) of the Order; or (iii) such other persons to whom such investment or investment activity may lawfully be made available under the Order (all such persons together being referred to as "relevant persons"). In the United Kingdom, any investment or investment activity to which this communication relates is available only to, and will be engaged in only with, relevant persons. Persons who are not relevant persons should not take any action on the basis of this press release and should not act or rely on it.
This press release may contain forward-looking statements which reflect the Company's current view on future events and financial and operational development. Words such as "intend", "expect", "anticipate", "may", "believe", "plan", "estimate" and other expressions which imply indications or predictions of future development or trends, and which are not based on historical facts, are intended to identify forward-looking statements. Forward-looking statements inherently involve both known and unknown risks and uncertainties as they depend on future events and circumstances. Forward-looking statements do not guarantee future results or development and the actual outcome could differ materially from the forward-looking statements.
The English text is an unofficial translation of the original Swedish text. In case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.
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The English text is an unofficial translation. In case of any discrepancies between the Swedish language version of this document and the English translation, the Swedish language version shall prevail.
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