NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, HONG KONG, JAPAN, SINGAPORE, SOUTH AFRICA, SOUTH KOREA 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 board of directors of Swedencare AB (publ) ("Swedencare" or the "Company") has, in accordance with the Company's press release earlier today, resolved on and carried out a new share issue of 1,500,000 shares, corresponding to approximately SEK 133 million (the "Directed New Share Issue"). The subscription price in the Directed New Share Issue was set to SEK 88.80 per share. The Directed New Share Issue was heavily over-subscribed with large interest from Swedish and international institutional investors. The Directed New Share Issue was, among others, subscribed for by Consensus Fonder, Handelsbanken Fonder, Joh. Berenberg Gossler & Co, Lannebo Fonder and Swedbank Robur Fonder. The proceeds from the Directed New Share Issue will be used to partially finance the acquisition of the business conducted by the American animal health company Stratford Pharmaceuticals, LLC (the "Acquisition") as the Company previously announced today.
The board of directors of Swedencare has, based on the authorization given by the annual general meeting on April 21, 2020, and as communicated in the Company's press release earlier today, resolved on and carried out a directed new share issue of 1,500,000 shares to institutional investors.
The subscription price in the Directed New Share Issue was set to SEK 88.80 and has been determined through a so called bookbuilding procedure carried out by the Company's financial advisor Pareto Securities AB ("Pareto Securities"), why it is the board of directors' assessment that the subscription price is in accordance with market conditions. The subscription price in the Directed New Share Issue equals the closing price on Nasdaq First North Growth Market on June 24, 2020, hence at no discount. Through the Directed New Share Issue, Swedencare will receive approximately SEK 133 million before deduction of transaction costs.
The rationale for carrying out the Directed New Share Issue and for the deviation from the shareholders' preferential rights is to secure financing in a time- and cost-effective manner for the Acquisition. For additional information on the Acquisition, see the separate press release with headline "Swedencare AB (publ) acquires the operations of leading American company in animal health care products" that was published today.
The Directed New Share Issue entails a dilution of 8.7 percent of the number of shares and votes in the Company. Through the Directed New Share Issue, the number of outstanding shares and votes will increase by 1,500,000 from 15,801,980 to 17,301,980. The share capital will increase by SEK 75,000, from SEK 790,099 to SEK 865,099.
In connection with the Directed New Share Issue, the Company has undertaken, with customary exceptions, not to issue additional shares for a period of 360 calendar days after the outcome of the Directed New Share Issue. Board members holding shares and the CEO have undertaken not to sell any shares in Swedencare for a period of 90 calendar days after the outcome of the Directed New Share Issue, with customary exceptions.
Pareto Securities AB is acting as Sole Manager and Bookrunner and Advokatfirman Lindahl KB is legal adviser in connection with the Directed New Share Issue.
This information was distributed by Cision http://www.cisionwire.se/