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Immunovia Sets Exercise Price for Warrants TO 2 at SEK 0.46
LUND, Sweden, Dec. 28, 2024 /PRNewswire/ — Immunovia AB (publ) (“Immunovia” or the “Company”) has announced that the exercise price for warrants series TO 2 (the “warrants”) will be SEK 0.46. The exercise period begins on January 2, 2025 and ends on January 16, 2025. The last date for trading the warrants is January 14, 2025. Along with commitments from the CEO and board members amounting to approximately SEK 0.8 million, the Company has secured subscription commitments of roughly SEK 0.1 million and guarantee commitments totaling SEK 36.3 million from professional investors. These commitments hinge on approval from an extraordinary general meeting if needed. Overall, the warrant program is now secured to about SEK 37.2 million, representing roughly 65.0 percent of the program.
Comments from the CEO
“Securing the TO2 warrants on favorable terms mitigates risk and positions us to reach critical goals. Funds from the exercise will help us prepare to introduce our next-generation test to the US market in the latter part of 2025, while also supporting clinical studies for reimbursement purposes.”
Back in August to September 2024, Immunovia conducted a rights issue of units (known as the “Rights Issue“). Each unit comprised two shares, two warrants from series TO 2, and one warrant from series TO 3. One warrant series TO 2 allows the holder to subscribe for one new share in the Company. Should all warrants be exercised, Immunovia expects to raise approximately SEK 57.2 million before issue costs through the “Warrant Programme.”
The subscription price for these warrants was determined at 70 percent of the volume-weighted average price of the Company’s shares on Nasdaq Stockholm from December 12 to December 27, 2024, capped at 125 percent of the subscription price during the Rights Issue (SEK 0.63 per share). The volume-weighted average price for this period came to approximately SEK 0.46 per share, confirming the final subscription price.
Subscription and Guarantee Commitments
On December 18, 2024, Immunovia noted subscription intentions from the CEO and board members holding warrants, adding up to about SEK 0.8 million, which is about 1.3 percent of the Warrant Programme. External professional investors contributed a commitment of approximately SEK 0.1 million (about 0.3 percent) and guarantee commitments amounting to SEK 36.3 million (roughly 63.4 percent). This secures the Warrant Programme to approximately SEK 37.2 million, equating to around 65.0 percent of the total program. Any subscriptions under guarantee commitments will typically happen through a directed share issue, subject to Board of Directors’ approval, based on the authorization received during the Annual General Meeting on June 19, 2024, or following an extraordinary general meeting if necessary.
Key Dates and Instructions
Warrant holders intending to exercise their warrants must notify by the latest January 16, 2025. Warrants not exercised by this date will expire. Those not wishing to exercise their warrants can sell them up until January 14, 2025.
Information for Warrant Holders
For Nominee-Registered Warrants
Holders of nominee-registered warrants (those in custody services or investment savings accounts) must contact their respective nominees to exercise warrants and follow specific instructions for subscription and payment before January 16, 2025 as processing times may vary.
For Directly Registered Warrants
Holders with directly registered warrants (on a VP account) must fill out and submit…
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An application form for the exercise must be submitted to Vator Securities AB no later than 16 January 2025.
The application form can be found on the websites of both Immunovia and Vator Securities AB (www.immunovia.com and www.vatorsecurities.se). Payment for new shares also needs to be completed by Vator Securities by 16 January 2025, following the instructions provided on the application form.
Warrants Trading Information
Warrant holders who choose not to exercise their warrants have the option to sell them on Nasdaq Stockholm. Trading for these warrants will continue until 14 January 2025 under the short name IMMNOV TO 2 and with ISIN code SE0022600094. Any warrants not exercised by 16 January 2025 will expire worthless.
Results and Issuance of New Shares
The results from the warrant exercise will be announced through a press release around 20 January 2025. Once shares are subscribed and paid, they may initially be registered as interim shares (IA) until the full registration is completed with the Swedish Companies Registration Office. After this, interim shares will automatically convert into shares of Immunovia.
Overview of Directed Share Issue
Immunovia has secured guarantee commitments from several external professional investors, totaling SEK 36.3 million, which is about 63.4 percent of the Warrant Programme. A cash compensation of 10 percent of the guaranteed amount will be paid. These guarantees are not backed by a priority transaction, bank guarantee, or pledge. Subscriptions in the Directed Share Issue will be at the same price as the warrant exercise, set at SEK 0.46 per share.
The Board of Directors has thoughtfully evaluated the alternative of a rights issue but determined that it is currently more beneficial for Immunovia and its shareholders to secure the exercise of warrants and potentially proceed with the Directed Share Issue.
- The extent of the Directed Share Issue is contingent upon how many warrants holders decide to exercise.
- The Company believes a rights issue in the present volatile market would lead to higher underwriting costs.
- Additionally, there is interest in bolstering the institutional and professional shareholder base to enhance the liquidity of the Company’s shares.
As a result, the Board concludes that ensuring the exercise of warrants and executing the Directed Share Issue without preferring existing shareholders is justified by stronger reasons than adhering to the standard approach of prioritizing shareholder rights.
The subscription price for the Directed Share Issue was determined in conjunction with the financial advisor, Vator Securities AB, through market negotiations with institutional and professional investors. The Board is confident that this price accurately reflects current market conditions.
If necessary, the Board intends to proceed with the Directed Share Issue around 20 January 2025, contingent upon either authorization from the Annual General Meeting on 19 June 2024 or approval from a future extraordinary general meeting.
Impact on Share Capital
If all 124,423,978 TO 2 warrants are fully exercised, the share capital will rise by a maximum of SEK 3,732,719.34, increasing the total to SEK 8,824,063.62. This would create 124,423,978 new shares and boost the total outstanding shares in the Company from 169,711,476 to 294,135,454, resulting in a dilution of approximately 42.3 percent.
Should the Directed Share Issue proceed, the share capital could increase by about SEK 2,367,391.32 by issuing a maximum of 78,913,044 new shares, equating to a dilution of roughly 31.7 percent. The total number of shares issued via both the Warrant Programme and the Directed Share Issue will not surpass the maximum issuable shares specified in the Warrant Programme.
Warrant Terms and Conditions
The full terms and conditions for the warrants are accessible on the Company’s website, www.immunovia.com.
Advisory Team
Vator Securities AB serves as the financial advisor for Immunovia during this Rights Issue. Legal counsel is provided by Setterwalls Advokatbyrå AB, with Vator Securities AB also acting as the issuing agent.
Contact Information
For further details, please reach out to:
Jeff Borcherding, CEO
jeff.borcherding@immunovia.com
Karin Almqvist Liwendahl, CFO
karin.almqvist.liwendahl@immunovia.com
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Immunovia Adapts to Enhance Pancreatic Cancer Detection Efforts
This information is such information as Immunovia AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out above, at 23.45 CET on 27 December 2024.
Overview of Immunovia
Immunovia AB is a diagnostic company dedicated to improving survival rates for patients with pancreatic cancer by focusing on early detection. The company is developing and commercializing straightforward blood tests designed to identify proteins and antibodies linked to high-risk individuals for pancreatic cancer. Collaboration with healthcare providers, leading experts, and patient advocacy groups is key to making this testing accessible for those at a higher risk.
The United States is recognized as the largest market for pancreatic cancer detection. Immunovia estimates that 1.8 million people in the USA are at high risk of pancreatic cancer and could greatly benefit from annual testing. The company’s shares (IMMNOV) are traded on Nasdaq Stockholm.
For further information, please visit www.immunovia.com.
Important Notes
This press release does not represent an offer to buy, subscribe for, or trade shares, warrants, or other securities in Immunovia. Subscription invitations for units consisting of shares and warrants have only been issued through the prospectus published by Immunovia on 12 August 2024. This prospectus has received approval from the Swedish Financial Supervisory Authority and is available on the company’s website, www.immunovia.com.
As Immunovia offers critical services in accordance with the Swedish Screening of Foreign Direct Investments Act (Sw. lag (2023:560) om granskning av utländska direktinvesteringar), exercising warrants for share subscriptions may require review from the Inspectorate of Strategic Products (ISP). Immunovia will provide additional details regarding this in connection with the start of the warrant exercise period on their website, www.immunovia.com.
This information was provided by Cision http://news.cision.com
The following files are available for download:
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SOURCE Immunovia AB
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