The Board of Directors of Prostatype Genomics AB (”Prostatype Genomics” or the “Company”) has today, the 23 June 2022, decided to execute an issue of units (shares and attached free-of-charge warrants) with preferential right for existing shareholders, where also the general public is able to participate (“the Rights Issue”). The decision on the Rights Issue was made with support by an authorization from the Annual General Meeting held on the 2 June 2022 in accordance with the proposal made by the Board, which was communicated through a press release on the 2 May 2022. The Rights Issue can initially provide the Company with approx. SEK 22.5 million before deduction of transaction related costs. In March 2023, the Company can be provided an additional maximum of approx. SEK 22.5 million before deduction of transaction related costs, referring to the exercise of attached warrants of series TO 2. The initial part of the Rights Issue is to 100 percent covered by pre-subscription- and guarantee commitment agreements. The prospectus, with a more detailed description of the offer, will be published by the time of the commencement of the subscription period of the Rights Issue, at the latest. Sedermera Corporate Finance AB assists the Company as financial advisor in connection with the Rights Issue.
Background, motive and objectives
Since Prostatype Genomics was listed on Nasdaq First North Growth Market in November 2020, the Company has reached several important milestones. In 2020, Prostatype Genomics presented an external validation study from Skåne University Hospital at EAU (European Association of Urology), which showed that patients whose prostate cancer was initially categorized as high-risk, using Prostatype®, could be recategorized as low- (10.5 percent) and intermediate-risk (31.5 percent) types. This has a significant impact on the decision whether or not a patient should undergo radical cancer treatment. Prostatype Genomics also announced positive results from the first stage of the Company's ongoing validation study in Taiwan. A further milestone achieved is a clinical study conducted with Prostatype® at the Uppsala University Hospital. The study indicates that Prostatype® can clearly help healthcare providers to identify more easily and with greater certainty those patients who need radical treatment and those who do not need radical treatment, such as surgery. The study has attracted considerable interest and has been presented at the American Urology Association's (AUA) annual meeting in New Orleans, USA, in the spring of 2022.
In addition to the above scientific objectives, the Company has also achieved several commercial objectives. Prostatype Genomics has signed agreements with distributors in Spain, Portugal and the UK for further commercialization, sales organizations have been established in Germany and Italy and sales have started in Germany and China. The company has also delivered the first order of Prostatype® to the UK. Enabling commercialization and expansion is the Company's strengthened marketing organization, which has added four positions in communications and sales.
The purpose of the Rights Issue is to finance and intensify the launch of the Company's genetic test, Prostatype®, in the US and EMEA and to initiate and complete several validation studies in selected European markets as well as in the US and Asia. A number of objectives need to be met in order to launch sales in different markets. For the current year, Prostatype Genomics' primary objectives are to initiate sales in selected markets in Europe and to enter into distribution agreements with one or more CLIA partners (who can offer Prostatype® with FDA approval) in the US. Other key objectives for 2022 include initiating a US validation study and recruiting a CEO and complementary organization for the newly established subsidiary in the US. In 2023, the Company intends to mainly initiate cooperation with selected distributors in France and the Middle East, start sales in the US, France, Taiwan and the Middle East and enter into agreements with several distribution partners in the US. Furthermore, the Company's financial objective is to generate organic sales growth of approx. 250-400 percent per year over the next three fiscal years as a result of accelerated commercialization and market share gains. Thereafter, growth is expected to remain high for the foreseeable future.
Use of proceeds
The capital from the initial part of the issue, maximum approx. SEK 22.5 million before deduction of transaction related costs, is intended to finance the following activities (arranged by priority):
- Conduct a validation study in the US (approx. 30 percent)
- Recruitment of CEO for US subsidiary (approx. 10 percent)
- Finance regulatory and logistical infrastructure for commercialization process in the US via CLIA accredited laboratory (Clinical Laboratory Improvement Amendments) (approx. 15 percent)
- Intensify commercial activities in EMEA, i.e. Europe, Middle East, Africa (approx. 15 percent)
- Ongoing operations, e.g. salaries, rents and business trips (approx. 30 percent)
With the capital from the exercise of warrants of series TO 2, maximum approx. SEK 22.5 million before deduction of transaction related costs, the Company intends to finance the following activities (arranged by priority):
- Market activities in the US (approx. 30 percent)
- Expand the business activities in the US (approx. 20 percent)
- Expand commercial activities in EMEA, i.e. Europe, Middle East, and Africa (approx. 10 percent)
- Finance regulatory and logistical infrastructure for commercialization process in the US via CLIA accredited laboratory (approx. 15 percent)
- Ongoing operations, e.g. salaries, conferences and business trips (approx. 25 percent)
The Rights Issue
The Board of Directors has today, with the support by an authorization from the Annual General Meeting (AGM) held on the 2 June 2022, decided on an issue of units (shares and attached warrants of series TO 2) with preferential rights for existing shareholders. Those who on the record date of the 30 June 2022 are registered as shareholders in Prostatype Genomics have preferential right to subscribe for units in the Rights Issue. For each existing share, one (1) unit right is received. Thirty-seven (37) unit rights entitle the holder to subscribe for one (1) unit. One (1) unit consists of nineteen (19) shares and nineteen (19) warrants of series TO 2. The subscription price in the Rights Issue is set to SEK 55.10 per unit, which corresponds to SEK 2.90 per share, which in turn corresponds to the volume weighted average price per share (“VWAP”) over a trading period of 5-10 trading days prior to the Board’s decision, at a discount of approx. 20 percent.
Warrants of series TO 2 have an exercise period from the 9 March 2023 to the 30 March 2023. The exercise price for the warrant will have the same price per share as the subscription price in the initial part of the Rights Issue, i.e. SEK 2.90. One (1) warrant of series TO 2 gives the right to subscribe for one (1) new share in Prostatype Genomics. The warrants are issued free of charge in connection with the Rights Issue. Complete terms and conditions for the warrants of series TO 2 will be available on the Company's website (www.prostatypegenomics.com) in connection with the commencement of the subscription period.
If the Rights Issue is fully subscribed, Prostatype Genomics will initially receive approx. SEK 22.5 million before deduction of transaction related costs, through the issue of a maximum of 408,205 units, corresponding to 7,755,895 shares and 7,755,895 warrants of series TO 2. A fully subscribed initial issue will result in an increase of the share capital of initially a maximum of SEK 465,353.70. In addition to the initial issue, the Company may, given full exercise of warrants of series TO 2, receive a further maximum of approx. SEK 22.5 million through the exercise of 7,755,895 warrants for 7,755,895 shares, resulting in an increase in share capital of SEK 465,353.70. Upon full subscription, the number of shares in Prostatype Genomics, after the initial issue, will amount to 22,859,497 shares and the share capital will amount to SEK 1,371,569.82. Upon full exercise of the warrants of series TO 2, the number of shares in Prostatype Genomics, after the exercise period, will amount to 30,615,392 shares and the share capital will amount to SEK 1,836,923.52. For existing shareholders who do not participate in the Rights Issue, there will be a dilution effect corresponding to approx. 34 percent of the total number of shares and votes in the Company after the initial issue. The dilution is based on the number of issuing shares assuming a fully subscribed initial issue.
The last day of trading in Prostatype Genomics' shares including the right to receive unit rights in the Rights Issue, is the 28 June 2022. The first day of trading in Prostatype Genomics' shares excluding the right to receive unit rights is the 29 June 2022. Subscription for units will take place during the period from the 6 July 2022 to the 20 July 2022. Trading in BTU (paid subscription units) is ongoing from the 6 July 2022 until the Rights Issue has been registered with the Swedish Companies Registration Office. This registration is expected to take place around week 32 2022. The Board of Directors has the right to extend the subscription period and payment deadline.
Complete terms and conditions for the Rights Issue and more information about the Company will be reported in the prospectus that is expected to be published on the Company’s website no later than in connection with the commencement of the subscription period.
Pre-subscription and guarantee commitments
Prostatype Genomics has received pre-subscription and guarantee commitments of approx. SEK 22.5 million, which corresponds to 100 percent of the initial part of the Rights Issue. The pre-subscription commitments, which relate to commitments from existing owners including the Board, correspond to a total of approx. SEK 8.5 million (approximately 38 percent of the initial issue proceeds). Guarantee commitments correspond to a total of approx. SEK 14 million (approx. 62 percent of the initial issue proceeds), of which approx. SEK 2.4 million from existing owners (incl. approx. SEK 0.5 million from Board members) and approx. SEK 11.6 million from external investors. For issued guarantee commitments from guarantors that do not pertain to Board members, a cash premium compensation of ten percent is paid. For guarantee commitments from Board members, a cash premium compensation of five percent is paid.
Timetable for the Rights Issue
- Last day of trading in shares, including the right to receive unit rights: 28 June 2022
- First day of trading excluding the right to unit rights: 29 June 2022
- Record date for participation in the Rights Issue: 30 June 2022
- Trading in unit rights: 6 July – 15 July 2022
- Subscription period: 6 July – 20 July 2022
- Trading with BTU: 6 July 2022 until the Rights Issue has been registered with the Swedish Companies Registration Office
- Announcement of outcome in the Rights Issue: around the 25 July 2022
Prospectus, teaser and subscription form
The prospectus, teaser and subscription form regarding the Rights Issue will be available via the Company’s (www.prostatypegenomics.com), Sedermera Corporate Finance AB’s (www.sedermera.se) and Nordic Issuing AB’s (www.nordic-issuing.se) websites by the time of the commencement of the subscription period, at the latest.
In connection with the Rights Issue, Prostatype Genomics has assigned Sedermera Corporate Finance AB as the financial advisor, Markets & Corporate Law Nordic AB as the legal advisor and Nordic Issuing AB as the issuing agent. Shark Communication AB assists the Company with advice regarding communication.
For more information about the Rights Issue, please contact:
Sedermera Corporate Finance AB
Phone: +46 40 615 14 10
For more information about Prostatype Genomics, please contact:
Nicklas Rosendal, press contact
Phone: +46 708-89 33 34
Svensk Kapitalmarknadsgranskning AB, 011-32 30 732, email@example.com
Prostatype® is a genetic test that is available to patients and treating urologists as a complementary decision basis for the question of treatment or non-treatment of prostate cancer. The test was developed by a research group at Karolinska Institutet and is provided by Prostatype Genomics AB.
This disclosure contains information that Prostatype Genomics AB is obliged to make public pursuant to the Swedish Securities Markets Act (2007:528). The information was submitted for publication, through the agency of the contact person, on 23-06-2022 14:12 CET.