GOTHENBURG: Vicore Pharma Holding has successfully completed a directed share issue of 11.2 million shares, corresponding to SEK 336 million, a news release said.
The subscription price in the Directed New Share Issue was set to SEK 30.0 per share and was subscribed for by Swedish and international institutional investors as well as certain existing shareholders, including Fjärde AP-fonden, Handelsbanken Fonder, HBM Healthcare Investments AG, HealthCap VII L.P., Invus Public Equities LP and Swedbank Robur Fonder.
The board of directors of Vicore Pharma has, as indicated in the Company’s press release on February 9, 2021, resolved on a directed share issue of 11.2 million new shares at a subscription price of SEK 30.00 per share.
The Directed New Share Issue is subject to approval at the Extraordinary General Meeting estimated to be held on or about March 5, 2021.
Provided that the Extraordinary General Meeting approves the Directed New Share Issue, the Company will receive proceeds of SEK 336 million before transaction costs.
The subscription price in the Directed New Share Issue has been determined through an accelerated bookbuilding procedure and corresponds to a premium of approximately 0.63 percent to the 10-day volume weighted share price of Vicore Pharma’s share, as traded on Nasdaq Stockholm.
As the subscription price in the Directed New Share Issue has been determined through an accelerated bookbuilding procedure, it is the board of directors’ assessment that the subscription price has been determined in accordance with market conditions.
Vicore Pharma intends to use the issue proceeds to finance
- the Phase III clinical trial in COVID-19 patients anticipated to start in Q2 2021 and expected to be fully recruited by the end of Q4 2021(approximately SEK 250 million),
- C21 manufacturing and scale up activities including tech transfer, GMP manufacturing and GMP production of capsules (approximately SEK 50 million),
- strengthening the Company’s IPF franchise (approximately SEK 20 million) and
- general corporate purposes (approximately SEK 15 million).
“Based on the positive results from the Phase II trial in COVID-19 presented before year-end we are now preparing for a Phase III trial in patients with COVID-19. We are convinced that there will be aneed also for therapeutics in addition to the vaccines to combat the pandemic” says Carl-Johan Dalsgaard, CEO of Vicore Pharma.
The reasons for the deviation from the shareholders’ preferential rights is to further diversify the ownership base in the Company among Swedish as well as international institutional investors, and to raise capital in a time and cost-efficient manner.
The Directed New Share Issue is subject to approval at the Extraordinary General Meeting to be held on or about March 5, 2021. Notice for the Extraordinary General Meeting, including the board of directors’ complete proposal regarding the Issue, will be announced separately today. Upon approval, the Directed New Share Issue will entail a dilution of approximately 15.6 percent.
Through the Directed New Share Issue, the number of shares and votes outstanding will increase by 11,200,000 from 60,418,239 to 71,618,239.
The share capital will increase by approximately SEK 5,600,000 from approximately SEK 30,209,119 to approximately SEK 35,809,119. In connection with the Directed New Share Issue, the Company has agreed to a lock-up undertaking, with customary exceptions, on future share issuances for a period of 180 days following the date of completion of the Directed New Share Issue.
In addition, HealthCap VII L.P. as well as the Company’s board of directors and management have agreed not to sell any currently held shares in the Company during the lock-up period of 90 days from the date of completion of the Directed New Share Issue, subject to customary exceptions.
Existing shareholders, including the Company’s principal owners HealthCap VII L.P., Swedbank Robur Fonder, Fjärde AP-fonden, Protem Wessman AB, Handelsbanken Fonder and Länsförsäkringar Fonder, together holding approximately 58 percent of the shares and votes in the Company, have undertaken, or indicated an intention, to vote in favour of the board of directors’ resolution to issue new shares at the Extraordinary General Meeting.
The Company has appointed DNB Markets, Pareto Securities and Zonda Partners as Joint Bookrunnersin the transaction. Vinge acted as legal adviser to Vicore Pharma and Baker McKenzie acted as legal adviser to the Joint Bookrunners.
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