2022-10-20 19:00

Qlife announces outcome in rights issue

On 24 August 2022, Qlife Holding AB (“Qlife” or the “Company”) announced a rights issue of units of approximately SEK 76 million (the “Rights Issue”). The subscription period of the Rights Issue ended on 17 October 2022. Today, Qlife announces the outcome of the Rights Issue. The subscription summary shows that 2,884,980 units, corresponding to approximately 26.6 percent of the Rights Issue, were subscribed for by exercise of unit rights. In addition, 188,972 units were subscribed for without unit rights, corresponding to approximately 1.7 percent of the Rights Issue, and underwriters subscribed for 4,513,657 units, corresponding to approximately 41.6 percent of the Rights Issue. Accordingly, the Rights Issue has been subscribed for to a total of approximately 70.0 percent. The Company will thus receive total proceeds of approximately SEK 53.1 million before transaction costs, and upon full exercise of all warrants, Qlife will receive additional proceeds of a maximum of approximately SEK 75.9 million before transaction costs.

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES OF AMERICA, AUSTRALIA, BELARUS CANADA, HONG KONG, JAPAN, NEW ZEALAND, RUSSIA, SINGAPORE, SOUTH AFRICA, SOUTH KOREA, SWITZERLAND OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURE.

The subscription summary shows that 2,884,980 units, corresponding to approximately 26.6 percent of the Rights Issue, were subscribed for by exercise of unit rights. In addition, 188,972 units were subscribed for without unit rights, corresponding to approximately 1.7 percent of the Rights Issue, and underwriters subscribed for 4,513,657 units, corresponding to approximately 41.6 percent of the Rights Issue. Accordingly, the Rights Issue has been subscribed for to a total of approximately 70.0 percent. The Company will thus receive total proceeds of approximately SEK 53.1 million before transaction costs.

Each unit consists of one (1) share and one (1) warrant series TO 2022. One (1) warrant entitles the right to subscribe for one (1) new share in the Company at an exercise price corresponding to 70 percent of the volume-weighted average price of the Company’s share during the period from and including 22 May 2023 up to and including 2 June 2023, however, not less than the share’s quota value and not more than SEK 10 per share. This means that the additional proceeds that may be added upon exercise of the warrants may not exceed a maximum of approximately SEK 75.9 million before transaction costs. Subscription of shares by exercise of warrants takes place during the period 7 – 21 June 2023.

Allocation of units subscribed for without exercise of unit rights has taken place in accordance with what is stated in the EU growth prospectus that the Company published on 30 September 2022 due to the Rights Issue (the “Prospectus”). Notification of such allocation is announced separately by a settlement note sent out. Nominee-registered shareholders receive notification of allotment in accordance with instructions from the respective nominee.

Through the Rights Issue, the number of shares in the Company will increase by 7,587,609 shares, from 15,484,927 shares to 23,072,536 shares and the share capital increase by SEK 607,008.72, from SEK 1,238,794.16 to SEK 1,845,802.88. In the event that all warrants series TO 2022 are also fully exercised for subscription of new shares in the Company, the number of shares in the Company will increase with an additional maximum of 7,587,609 shares to a total of 30,660,145 shares and the share capital will increase by an additional SEK 607,008.72 to SEK 2,452,811.60. Each warrant series TO 2022 entitles the holder to subscribe for one (1) new share in the Company at an exercise price corresponding to 70 percent of the volume-weighted average price of the Company’s share during the period from and including 22 May 2023 up to and including 2 June 2023, however, not less than the share’s quota value and not more than SEK 10 per share.

Trading with paid subscribed units (BTU) takes place on Nasdaq First North Growth Market until the conversion of BTU into shares and warrants after the Rights Issue has been registered with the Swedish Companies Registration Office. Registration with the Swedish Companies Registration Office is expected to take place during week 44, 2022.

In connection with the Rights Issue, a number of external investors have made underwriting commitments. For underwriting commitments made, underwriting compensation of 12 percent of the underwritten amount is paid in cash or alternatively 14 percent of the underwritten amount in the form of newly issued shares in the Company. Underwriters who wish to receive underwriting compensation in the form of newly issued shares must notify Zonda Partners AB no later than 22 October 2022. The subscription price for any shares issued as underwriting compensation has been set at SEK 7, i.e. the same as the subscription price for the shares in the units in the Rights Issue.

Advisers

Zonda Partners AB is financial advisor and Setterwalls Advokatbyrå AB is legal advisor to Qlife in connection with the Rights Issue. Eminova Fondkommission AB is the Company’s issuing agent in connection with the Rights Issue.


This disclosure contains information that Qlife Holding 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 20-10-2022 19:00 CET.