NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURE.
The Board of Directors of Idogen AB (”Idogen” or the ”Company”) today publishes the outcome in the new share issue with preferential rights for Idogen’s existing shareholders (the “Rights issue”) that was resolved upon by the Board of Directors on January 28, 2020 and approved by the Company’s Extraordinary General Meeting on February 17, 2020. In total, the Right issue has been subscribed to approximately 88 percent, which implies that Idogen will raise SEK 25,6m before issue costs. The outcome entails that Idogen can complete the remaining preclinical preparations before clinical trials for IDO 8 can be initiated during H1 2021 and continue the preclinical development of IDO T.
The subscription period in the Rights issue was completed on March 16, 2020. The final outcome shows that the Rights issue was subscribed for a total of SEK 25,6m, corresponding to approximately 88 percent, of which 30 percent was subscribed for with the use of subscription rights, 2 percent without the use of subscription rights and 56 percent by share issue guarantors.
Through the Rights issue, Idogen raises SEK 25,6m before issue costs, which are estimated to total SEK 5m, and the Company’s share capital increases with SEK 2,990,750.00 from SEK 3,394,407.31 to SEK 6,385,157.31. The number of shares increases with 42,725,000 shares from 48,491,533 shares to 91,216,533 shares. The dilution effect for shareholders who did not participate in the Rights issue thus amounts to approximately 47 percent.
Trading in paid subscribed shares (BTA) on Spotlight Stock Market continues under the ticker IDOGEN BTA until the Rights issue has been registered with the Swedish Companies Registration Office, which is expected to take place during week 15, 2020. After that, BTA will be converted to shares after approximately one week.
Allotment of shares subscribed for without the use of subscription rights has been made in accordance with the principles set out in the prospectus that has been prepared for the Rights issue and published by the Company on February 28, 2020. Notice of allotment is provided through the distribution of a settlement note by mail to the respective subscriber. Allotted shares shall be paid for in accordance with the instructions on the settlement note.
CEO Anders Karlsson comments on the outcome
“We are very pleased that the Company has managed to secure sufficient funding for the remaining preclinical preparations before our clinical trial is initiated. The capital raise allows a scale up of the manufacture of our drug candidate for the clinical trial and to complete preclinical evaluations. I look forward to the coming year as we intend to initiate a clinical study for the main project IDO 8, while continuing the preclinical development of IDO T.”
Erik Penser Bank AB is the financial advisor and Setterwalls Advokatbyrå AB is the legal advisor to Idogen in connection with the Rights issue.
For more information, please contact:
Anders Karlsson, CEO, Idogen AB
Phone: +46 70 918 00 10
This information is such that Idogen AB is obligated to publish under the EU Market Abuse Regulation (MAR) and the Swedish Securities Market Act. The information was submitted for publication, through the agency of the contact persons set out above, on March 18, 2020.
Idogen (Spotlight Stock Market: IDOGEN) develops tolerogenic cell therapies to prevent the patient’s immune system from attacking biological agents, transplanted organs or the body’s own cells or tissue. Idogen’s most advanced product candidate IDO 8 is designed for patients with severe haemophilia A who have developed anti-drug antibodies against their critical treatment with coagulation factor VIII (factor VIII). The company´s second project IDO T is developed to prevent kidney transplant rejection. In a third project, IDO AID, Idogen focuses on the treatment of autoimmune diseases. The treatment is based on the patient’s own cells and is expected to have a favorable safety profile and long-lasting effect. The fact that a short treatment has the potential to yield a long-lasting effect is another great advantage. For more information, visit https://www.idogen.com
The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares or other securities in Idogen. No action has been taken and measures will not be taken to permit a public offering in any jurisdictions other than Sweden. Any invitation to the persons concerned to subscribe for shares in Idogen has only been made through the Prospectus that Idogen published on February 28, 2020.
The information in this press release may not be released, distributed or published, directly or indirectly, in or into the United States, Australia, Canada, Japan or any other jurisdiction in which such action would be unlawful or would require registration or any other measures than those required by Swedish law. Actions in violation of these restrictions may constitute a violation of applicable securities laws. No shares or other securities in Idogen have been registered, and no shares or other securities will be registered, under the United States Securities Act of 1933, as amended (the “Securities Act”) or the securities legislation of any state or other jurisdiction in the United States and no shares or other securities may be offered, sold or otherwise transferred, directly or indirectly, in or into the United States, except under an available exemption from, or in a transaction not subject to, the registration requirements under the Securities Act and in compliance with the securities legislation in the relevant state or any other jurisdiction of the United States.
Within the European Economic Area (“EEA”), no public offering of Securities is made in other countries than Sweden.
In other member states of the EU, such an offering of Securities may only be made in accordance with the Prospectus
Regulation (EU) 2017/1129 (the “Prospectus Regulation”). In other member states of the EEA which have implemented the Prospectus Regulation in its national legislation, any offer of Securities may only be made in accordance with an applicable exemption in the Prospectus Regulation and/or in accordance with an applicable exemption under a relevant national implementation measure. In other member states of the EEA which have not implemented the Prospectus Regulation in its national legislation, any offer of Securities may only be made in accordance with an applicable exemption under national law.
This communication is only being distributed to and is only directed at persons in the United Kingdom that are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”) or (ii) high net worth entities, and other persons to whom this announcement may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “Relevant Persons”). This communication must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this communication relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Persons distributing this communication must satisfy themselves that it is lawful to do so.
This press release may contain forward-looking statements which reflect the Company’s current view on future events and financial and operational development. Words such as “intend”, “expect”, “anticipate”, “may”, “believe”, “plan”, “estimate” and other expressions which imply indications or predictions of future development or trends, and which are not based on historical facts, are intended to identify forward-looking statements. Forward-looking statements inherently involve both known and unknown risks and uncertainties as they depend on future events and circumstances. Forward-looking statements do not guarantee future results or development and the actual outcome could differ materially from the forward-looking statements.
The English text is an unofficial translation of the original Swedish text. In case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.