Press release: Uppsala, June 24, 2020. The rights issue of 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 Dicot AB (publ) ("Dicot" or the "Company") has been heavily oversubscribed. The Rights Issue was subscribed to 326 percent. Through the Rights Issue, the Company obtains approximately SEK 21.8 million before issue costs.
The subscription period ended on June 18, 2020. The Rights Issue was subscribed with 326 percent, of which approximately 97 percent was subscribed with unit rights and approximately 229 percent was subscribed without unit rights. Hence, the underwriting commitments will not be used. Through the Rights Issue, the Company obtains approximately SEK 21.8 million before issue costs. The issue costs are estimated to amount to SEK 4.7 million and consist mainly of costs for underwriting commitments and compensation to financial and legal advisers in connection with the Rights Issue.
The allotment of units subscribed for without unit rights has been made in accordance with the terms of the Rights Issue, which are stated in the prospectus. Notification of such allocation will be communicated separately by registered settlement note. Nominee registered shareholders will receive a notice of allocation in accordance with instructions from the respective trustees.
Trading with BTU (Paid Subscription Unit) takes place on Spotlight Stock Market until the conversion of BTU into shares and warrants after registration of the Rights Issue with the Swedish Companies Registration Office. One (1) BTU contains four (4) shares and four (4) warrants of series 2021. The preliminary settlement date for the settlement notes that will be sent to those who have received allotment when subscribing without support of unit rights is Friday, June 26, 2020. Registration with the Swedish Companies Registration Office and Euroclear is expected to take place during week 28, 2020.
Share and share capital
Through the Rights Issue, Dicot's share capital will increase by SEK 2,726,788 through the issuance of 21,814,304 shares. Following the Rights Issue, and after registration of the Rights Issue with the Swedish Companies Registration Office, the Company's share capital will amount to SEK 4,771,879 and the total number of shares in the Company will amount to 38,175,032 shares.
Through the Rights Issue, the Company also issues 21,814,304 warrants of series 2021, which entitle to subscribe for 21,814,304 shares in the Company.
The warrants of series 2021 that have been issued through the Rights Issue entitle the holder to subscribe for one (1) new share in Dicot during the subscription period from March 17, 2021 through March 31, 2021. The subscription price for shares using the warrants will correspond to 70 percent of the volume weighted average price of the Company's shares according to the Spotlight Stock Market official price list for the period from March 1, 2021 through March 15, 2021 but will not be higher than SEK 2.00 or less than SEK 0.125 (corresponding to the quota value of the Company's shares).
Upon full exercise of all warrants of series 2021 within the framework of issued units, the Company may receive up to an additional SEK 43.6 million, depending on the exercise price. Upon full exercise of all warrants of series 2021, the share capital will increase by an additional SEK 2 726 788.
The warrants are intended to be admitted for trading on Spotlight Stock Market after the Rights Issue has been registered with the Swedish Companies Registration Office.
In connection with the Rights Issue, a number of external investors have submitted underwriting commitments. Compensation for such commitment consists either of 15 percent of the guaranteed amount in cash or 20 percent of the guaranteed amount in the form of newly issued shares in the Company. Guarantors who wish to receive guarantee compensation in the form of newly issued shares must notify Mangold Fondkommission by 25 June 2020. The subscription price for any shares issued as guarantee compensation has been set at SEK 1.80 per share, which corresponds to the volume weighted average share price of the Company's share on Spotlight Stock Market during the subscription period from June 4, 2020 to June 18, 2020. Thus, a total of up to 1,431,347 new shares may be issued as guarantee compensation to the guarantors.
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 June 24, 2019.
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 other country 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, as applicable, or in accordance with applicable laws in the United States, Australia, Hong Kong, Japan, Canada, New Zealand, Switzerland, Singapore, South Africa 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 investment memorandum is established, registered or that any other measure is undertaken beyond that required by Swedish law. There is no intention to register any portion of the offer in the United States and the securities issued in the Rights 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.