CEO Jeppe Øvlesen comments:
“Through the treatment concept called resolution therapy, drug candidate AP1189 activates the body's own immune cells to strengthen the immune system's healing mechanisms. With promising results for AP1189 in the ongoing Phase II clinical trials in Rheumatoid Arthritis (RA) and Nephrotic Syndrome (NS), we will increase the opportunities and our negotiating position for attractive agreements for SynAct, with the goal of signing commercial agreements with one or more major pharmaceutical companies. We hereby invite you all to participate and exercise your warrants of series TO 2, an important investment in SynAct's continued development. ”
TO 2 in summary:
• Subscription price: Each TO 2 gives the holder the right to subscribe for one (1) new share in SynAct at a price of SEK 6.70.
• Issue volume: There are 4,891,268 outstanding TO 2. With full utilization of all TO 2, SynAct will receive approximately SEK 32.8 million before issue costs.
• Number of shares currently outstanding in SynAct: 19 566 435.
• Valuation (pre-money in the offer): Approximately SEK 131.1 million.
• MCAP: Approximately SEK 400 million.
If all TO 2 are exercised, the number of shares in SynAct will increase with 4,891,268 to 24,457,703 and the share capital will increase with SEK 611,408.50 to SEK 3,057,212.8750. This results in a dilution of approximately 20 percent based on the number of shares in SynAct after full exercise of TO 2. TO 2 is admitted to trading on Spotlight Stock Market under the short name "SYNACT TO 2" and with ISIN SE0013409620.
Important dates for TO 2:
1 July 2020 - The exercise period begins
20 July 2020 - Last day for trading in warrants
22 July 2020 - The exercise period ends
27 July 2020 - Planned date for conversion of interim shares to ordinary shares
19 August 2020 - Planned date for the conversion of interim shares to shares
Teaser and information sheet are available on SynAct’s (www.synactpharma.com) and Sedermera Fondkommission’s (www.sedermera.se) websites. Teaser will be distributed to most nominee registered warrant holders. Subscription forms will be made available from 1 July 2020 on SynAct's and Sedermera Fondkommission's websites. Subscription form and teaser will be sent to VP account holders. Full terms and conditions for TO 2 are available through SynAct's website.
As warrant holder you need to decide on the offer – Here’s how to exercise your warrants of series TO 2
In order for your warrants not to expire worthless, you must subscribe for new shares, with the support of warrants, on 22 July 2020 at the latest, alternatively sell your warrants no later than 20 July 2020.
You can have your warrants registered in two ways:
1. In a securities custody account with a bank or other nominee (for example, Avanza or Nordnet), in an investment savings account (Sw. Investeringssparkonto) or endowment account (Sw. Kapitalförsäkring). Your warrants are then nominee registered.
2. In a VP-account (a VP-account starts with three zeros). Your warrants are then directly registered.
If your warrants are nominee registered
Subscription and payment of new shares, by exercise of warrants, shall be made to the account-holding bank/nominee with which the warrants are registered. The subscription and payment shall be made in accordance with instructions from each such bank or nominee. Usually, the bank/nominee sends out a digital notice to the account holder, otherwise it is enough to log into the securities custody account from the first day in the exercise period in order to get instructions on how to exercise warrants for subscription of new shares. If you do not find these instructions, please contact your bank or trustee. Please note that banks and other nominees may set different time limits for the last day for subscription, hence it is recommended to contact the account-holding bank/nominee early in the exercise period. This folder will be sent out to most nominee registered warrant holders. Subscribed and payed for shares may be entered as “interim shares” or “IA” into your securities custody account until registration of the issue is completed with the Swedish Companies Registration Office, whereby interim shares will automatically be converted to ordinary shares in SynAct.
If your warrants are directly registered
No VP-account statement will be sent out. Subscription of new shares, by exercise of warrants, shall be made by sending a completed subscription form to Sedermera Fondkommission. In conjunction with sending the completed subscription form, payment must be made to Sedermera Fondkommission in accordance to the payment details stated on the subscription form. Subscription form along with this folder will be sent to VP-account holders. The subscription form and folder are also available at the respective websites of SynAct (www.synactpharma.com) and Sedermera Fondkommission (www.sedermera.se). Completed subscription form and payment must be registered with Sedermera Fondkommission no later than 5:00 p.m. CEST July 22th, 2020. Subscribed and payed for shares will be entered as “interim shares” or “IA” into your VP-account until registration of the issue is completed with the Swedish Companies Registration Office, whereby interim shares will automatically be converted to ordinary shares in SynAct.
Financial advisor, issuing agent and legal advisor
Sedermera Fondkommission is the financial advisor and issuing agent to SynAct in connection with the capitalization. Markets & Corporate Law acts as legal advisor.
For more information about TO 2, please contact:
Sedermera Fondkommission, +46 (0) 40 615 14 10, firstname.lastname@example.org
For further information about SynAct Pharma AB, please contact:
Jeppe Øvlesen Thomas Jonassen
CEO, SynAct Pharma AB CSO, SynAct Pharma AB