Qlife Holding AB carries out a directed share issue of approximately SEK 90 million.
The board of directors of Qlife Holding AB (“Qlife” or the “Company”) has today, pursuant to the authorisation granted by the annual general meeting on 20 May 2020, resolved on a directed issue of 2,132,271 shares at a subscription price of SEK 42 per share (the “Directed Issue”). Through the Directed Issue, the Company will receive approximately SEK 90 million before transaction costs. The issue price corresponds to a discount of 5 per cent in relation to the volume-weighted average price for the Company’s share during the last 15 trading days up to and including 29 April 2021.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA (THE “UNITED STATES”), AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SINGAPORE, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES. PLEASE REFER TO IMPORTANT INFORMATION AT THE END OF THE PRESS RELEASE.
The Directed Issue is directed mainly to strategic and institutional investors who have undertaken to subscribe and pay for all shares in the Directed Issue, among others Fjärde AP-fonden, Strand Kapitalförvaltning, Eiffel Investment Group, Nyenburgh Holding and MW Asset Management.
“After a successful year with a CE mark for professional use of our Sars-CoV-2 test in the Egoo.Health device, and the recent distribution agreement with Aidian OY our way into the clinical market in Europe is paved. We are now preparing the next phase in manufacturing scale-up of both capsules and devices to enable us to meet the market demand. We are also taking important steps in our product development and the funding will enable us to push several assays through development and regulatory phases at a high pace, allowing us to bring more assays to the market. An increased institutional ownership and additional cash give us the prerequisites to continue to develop the Company at a high pace. I want to take the opportunity to thank all the investors for their support in this transaction.” says Thomas Warthoe, CEO of Qlife.
Qlife intends to use the issue proceeds to finance (i) a dramatic upscaling of production capacity (approximately 60 per cent) and (ii) R&D which includes investment in new tests and regulatory work to approve new tests (approximately 40 per cent).
The subscription price in the Directed Issue has been determined based on a market sounding ahead of the Directed Issue and a negotiation and agreement with the investors entitled to subscribe and the board of directors makes the assessment that the subscription price in the Directed Issue accurately reflects current market conditions and demand with regard to the current pricing of the Company's outstanding warrants series TO 1. The reasons for the deviation from the shareholders’ preferential rights is to enable a capital raise in a time and cost efficient manner and to diversify the shareholder base.
Through the Directed issue, the number of shares and votes in the Company increases with 2,132,271 from 11,174,438 to 13,306,709, and the share capital increases with SEK 170,581.68 from SEK 893,955.04 to SEK 1,064,536.72. The Directed Issue results in a dilution for existing shareholders of approximately 16.0 per cent of the number of shares and votes in the Company, based on the total number of shares and votes in the Company after the Directed Issue.
In connection with the Directed Issue, the Company’s board of directors and management team with holdings in Qlife have undertaken towards Zonda Partners AB, who is the Sole Bookrunner of the Directed Issue, subject to customary exceptions, not to, without Zonda Partners AB’s consent, transfer securities in the Company during a period of 180 days from the announcement of the Directed Issue. However, during the lock-up period, securities may be transferred to meet individual tax liability and warrants series TO 1 issued in connection with the Company's listing in 2020 may be transferred to finance the exercise of the remaining warrants or tax liability arising from such transfer.
Zonda Partners AB is Sole Bookrunner and Setterwalls Advokatbyrå AB is legal advisor to Qlife in connection with the Directed Issue. Erik Penser Bank AB (publ) is issuing agent in connection with the Directed 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 29-04-2021 19:02 CET.