CLS carries out a directed issue to guarantors in connection with completed exercise of warrants
The board of directors of Clinical Laserthermia Systems AB ("CLS" or the "Company") has, in accordance with the guarantee agreements entered into in connection with the exercise of the Company's warrants of series TO 7B ("Warrant Exercise"), decided on a directed issue to the parties who have provided guarantees in the Warrant Exercise and who have chosen to receive guarantee compensation in the form of newly issued B-shares in the Company ("Compensation Issue"). The subscription price in the Compensation Issue is, in accordance with the terms of the guarantee agreements, set at SEK 3.68 per share and payment is made by offsetting the guarantors' claims on the Company.
As previously communicated in connection with the Warrant Exercise, a compensation of 10% is paid in B-shares for existing shareholders, as well as a compensation of 10% paid in B-shares or cash for external investors, was issued for the guarantee commitments. In addition to the existing shareholders who entered into a guarantee commitment, a number of external guarantors have notified the Company that they have chosen to receive the guarantee compensation in the form of newly issued B-shares. Due to this, the board has decided on the Compensation Issue, which includes a total of 154,887 B-shares, corresponding to SEK 570k.
"I am very pleased with the fact that investors who account for more than half of the guarantee have chosen to receive their compensation in shares and that our existing shareholders are actively continuing theirsupport of CLS on our journey ahead", says Dan J. Mogren, CLS CEO.
Payment in the Compensation Issue must be made by setting off the respective guarantor's claim on the guarantee compensation. The subscription price has been set at SEK 3.68 per B-share, corresponding to the exercise price in the Warrant Exercise. The subscription price corresponds to a discount of approximately 10 percent compared to the volume-weighted average price ("VWAP") of the Company's share on Nasdaq First North Growth Market during the last 10 trading days preceding the Board of Directors' resolution on the Compensation Issue.
Through the Compensation Issue, the number of shares in CLS increases by 154,887 B-shares to a total of 20,166,594 shares, and the share capital increases by a total of 357,723.94 SEK to 46,576,365.24 SEK. The dilution due to the Compensation Issue amounts to approximately 1 percent.
Disclosure to investors pursuant to the act (2023:560) on the Screening of Foreign Direct Investments
The Act (2023:560) on the Screening of Foreign Direct Investments ("FDI Act") applies to the Company's operations. In the event that the subscription of B-shares would result in an investor, after the investment, directly or indirectly, holding votes representing or exceeding any of the thresholds of 10, 20, 30, 50, 65, or 90 percent of the votes in the Company, the investor is required to notify their investment to the Inspectorate for Strategic Products in accordance with the FDI Act
Advisers
Redeye AB is acting as financial adviser and Foyen Advokatfirma is acting as legal adviser to CLS in connection with the exercise of warrants series TO 7 B and the Compensation Issue. Nordic Issuing AB is acting as issuing agent.
For more information, please contact
Dan J Mogren, CEO Clinical Laserthermia Systems AB (publ)
Phone: +46 (0) 70-590 11 40
E-mail: dan.mogren@clinicallaser.com
About CLS
Clinical Laserthermia Systems AB (publ), develops and sells TRANBERG®|Thermal Therapy System and ClearPoint Prism Neuro Laser Therapy System with sterile disposables, for minimally invasive treatment of cancer tumors and drug-resistant epilepsy. The products are marketed and sold through partners for image-guided laser ablation and are used in studies for treatment with imILT®, the company's interstitial laser thermotherapy for immune stimulating ablation with potential abscopal treatment effect. CLS is headquartered in Lund, Sweden, with subsidiaries in Germany, the United States and a marketing company in Singapore. CLS is listed on Nasdaq First North Growth Market under the symbol CLS B. Certified adviser (CA) is FNCA Sweden AB.
For more information about CLS, please visit the Company's website: www.clinicallaser.se