2024-02-09 10:32

QLIFE HOLDING AB, Interim Report Q4, January to December 2023

Looking ahead with new partners

Financial summary – fourth quarter 2023

  • Revenue in the period amounted to kSEK 30 (1,097). Revenue includes sales of Egoo.Health devices and capsules for the device. Revenue in Q4 is solely from test orders of CRP capsules and Egoo systems.
  • EBITDA for the period amounted to kSEK –9,466 (-16,843), and net loss kSEK –111,547 (-25,413).
  • The total cash flow in the fourth quarter amounted to kSEK -6,095 (3,103).
  • Earnings per share before/after dilution for the quarter amounted to SEK -0,019 (-1.17), calculated on weighted average number of shares in the period.

Financial summary – January-December 2023

  • Revenue in the period amounted to kSEK 244 (17,993). Revenue includes sales of Egoo. Health devices and capsules for the device.
  • EBITDA for the period amounted to kSEK -43,987 (-77,664), and net loss kSEK -159,956 (-93,141).
  • The total cash flow from January to December amounted to kSEK -13,944 (-57,946).
  • Earnings per share before/after dilution for 2023 amounted to SEK -0,46 (-5.46), calculated on weighted average number of shares in the period.

Significant financial events 2023

Auditors from BDO’s wording:

The European Securities and Markets Authority (ESMA) has previously noted in a public report that it is sceptical when an entity states that it has determined that no impairment exists when its market capitalisation is lower than the carrying amount of its listed equity instruments.

The market capitalisation of an entity represents strong external evidence of the value that market participants place on an entity, and therefore its fair value. Consequently, an entity would need to be able to assert that its value in use exceeds its fair value to avoid recording an impairment. (see letter of ceo for company statement)

Significant events – fourth quarter of 2023

  • Qlife carries out a rights issue of units of approximately SEK 49.5 million

On December 12rd the board of directors of Qlife Holding AB (“Qlife” or the “Company”) has, subject to approval by the extraordinary general meeting on 16 January 2024, resolved to carry out an issue of 215,187,249 units, consisting of shares and warrants series TO 4 and TO 5, with preferential rights for the Company’s existing shareholders (the “Rights Issue”). Provided that the Rights Issue is fully subscribed, the Company will receive initial proceeds of approximately SEK 49.5 million before the deduction of issue costs. The Rights Issue is covered by guarantee

commitments of SEK 30.1 million, corresponding to approximately 61 percent of the Rights Issue. In order to secure the Company’s financing needs until the completion of the Rights Issue, the Company has secured a bridge financing amounting to SEK 5.0 million (2,5 mSEK in December and 2,5 mSEK after ekstraordinary meeting in 2024).

  • Qlife signs a collaboration agreement with major Chinese industry partner Hipro.

On September 14th Qlife signed a Letter of Intent (LOI) with chinese major industry player, Hipro Biotechnology, to introduce Egoo Health to the Chinese market. On December 4th Qlife finalized and signed a comprehensive collaboration agreement with Hipro Biotechnology.

The collaboration consists four major parts:

  1. Regulatory Approvals: Hipro Biotechnology will navigate the regulatory landscape to secure vital approvals from the China Food and Drug Administration (NMPA) for Egoo Health which consist of the software, hardware and three test capsules. Hipro Biotechnology will cover all associated costs during the approval phase for Egoo Health.
  2. Commercialization in China: Following regulatory approvals, Hipro Biotechnology will lead the commercialization of Egoo Health in China, which includes marketing, sales, and distribution through Hipro’s distribution network directly to Chinese hospitals, along with overseeing the associated financial responsibilities.
  3. Hipro Biotechnology, a leading point-of-care diagnostics company with an extensive distribution network to more than 14,000 Chinese hospitals, will be responsible for the marketing, sales, and distribution of Egoo Health to Chinese hospitals. Hipro Biotechnology will solely cover associated costs and Qlife will receive royalties for products sold. Hipro is forecasting into the millions of Egoo tests sold during first full year expected to be 2025.
  4. Hipro Biotechnology will initially focus on the production of EgooCapsules and EgooCollect blood-to-plasma units. The production of Egoo instrument will remain in Scandinavia until the relationship has fully matured.

Significant events after the end of fourth quarter of 2023

  • Qlife Holding announces the outcome of extraordinary general meeting January 16th 2024

The extraordinary general meeting resolved in accordance with the proposal from the board of directors to amend the provisions in the Articles of Association regarding the limits for the company’s share capital. In addition, the extraordinary general meeting resolved to reduce the company’s share capital by SEK 48,417,131.175, without redemption of shares, for allocation to non-restricted equity. The reduction of the share capital entails that the share’s quota value changes from SEK 0.08 to SEK 0.005 per share.

The extraordinary general meeting resolved in accordance with the proposal from the board of directors to approve the board of directors’ resolution of 12 December 2023 on a rights issue of a maximum of 215,187,249 units. Those who are registered as shareholders in the company on the record date 8 February 2024 will receive one (1) unit right per existing share. Three (3) unit rights entitle to subscription of one (1) unit in the company at a subscription price of SEK 0.23 per unit, which corresponds to a subscription price of SEK 0.01 per share. Each unit consists of twenty-three (23) new shares, eight (8) warrants series TO 4 (“TO 4”) and eight (8) warrants series TO 5 (“TO 5”). In total, the issue comprises a maximum of 4,949,306,727 shares, a maximum of 1,721,497,992 TO 4 and a maximum of 1,721,497,992 TO 5. One (1) TO 4 entitles the right to acquire one (1) new share in the company against cash consideration amounting to SEK 0.02 per share. One (1) TO 5 entitles the right to acquire one (1) new share in the company against cash consideration amounting to SEK 0.0225 per share. The TO 4 may be exercised during the period 7–21 June 2024. The TO

5 may be exercised during the period 21 November–5 December 2024

Upon full subscription of all shares that are issued in the rights issue, the share capital will increase with a maximum of SEK 24,746,533.635 (based on the new quota value after resolution by the extraordinary general meeting). Upon full subscription of all warrants series TO 4 that are issued in the rights issue, the share capital will increase with a maximum of SEK 8,607,489.96 (based on the new quota of SEK 0.005 per share). Upon full subscription of all warrants series TO 5 that are issued in the rights issue, the share capital will increase with amaximum of SEK 8,607,489.96 (based on the new quota of SEK 0.005 per share). The subscription period in the Rights Issue runs from and including 12 February 2024 up to and including 26 February 2024.

The extraordinary general meeting resolved in accordance with the proposal from the board of directors to amend the provisions in the Articles of Association regarding the limits for the company’s share capital. In addition, the extraordinary general meeting resolved to increase the company’s share capital by SEK 48,417,131.175 through a bonus issue, without issuing new shares, by transferring a corresponding amount from non-restricted equity.

Qlife_Q4_V12.pdf