On October 21, 2020 The board of directors of NeoDynamics AB ("NeoDynamics" or the "Company") reported that an extraordinary general meeting is convened to resolve on a directed new share issue to a limited group of investors (the "Share Issue") (Press release, NeoDynamics, OCT 21, 2020, View Source [SID1234568891]). The subscription price is proposed to be SEK 3.71 per share and is decided through an accelerated bookbuilding process. The Share Issue can bring approximately SEK 90 million before transaction costs to the Company. As a result of the Share Issue, Cardeon Futuring Finance ("Cardeon") – with Chairman of the Board Masoud Khayyami together with the the management team – can become one of the larger shareholders of NeoDynamics. The Dutch company Nyenburgh Holding BV ("NYIP") also participates in the Share Issue.
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The Share Issue can add a total of 24,243,641 new shares, priced at SEK 3.71 per share. The new shares are priced at a discount of 13.7 percent compared to the closing price of NeoDynamics stock at Spotlight Stock Market on October 21, 2020.
The Company has made the assessment that the subscription price is fair regarding the current industry- and market conditions and that it is in the best interest of both the Company and its shareholders to carry out the Share Issue. The Share Issue is subject to resolution at an extraordinary general meeting to be held on the 19th of November 2020, which will be convened in a separate press release.
The reason to deviate from the shareholders’ pre-emption rights is to ensure the most time and cost-effective financing of the Company’s continued commercialization and widen the number of institutional owners.
The proceeds from the Share Issue will be used to finance ongoing operations. NeoDynamics is planning towards the sale-start of its new ultrasound guided tissue sampling system NeoNovia in UK, Sweden, and Germany by the end of 2020 and in the US during 2021. The system intends to better the process of diagnosing breast cancer.
"NeoDynamics new product, with its micropulse technology, can substantially improve breast cancer diagnosis and establish a new global standard within the field. Cardeon will actively support NeoDynamics in the long run and secure the process of establishing NeoNovia as the future system of high-precision biopsy" – Masoud Khayyami, Chairman Cardeon Futuring Finance.
Cardeon offers funding to innovative and promising Nordic companies in Life Sciences, with the potential to change the global market. Cardeon is the largest shareholder of the publicly traded companies SpectraCure, Lumito, and Prolight Diagnostics. Masoud Khayyami has substantial experience in research, medical, medtech, and biotechnical sectors and solid entrepreneurial experience. He is the CEO of SpectraCure and Chairman of several other companies, including Lumito and Prolight Diagnostics.
Nyenburgh Holding BV is a dedicated investors group within Life Science, based in Amsterdam. NYIP has a strong focus on European biotech and medical companies that develop innovative solutions for people’s health.
"We are glad to welcome a long-term financier as Cardeon, who holds an existing portfolio of innovative companies within the cancer-industry, and we see great synergy possibilities and possible future collaborations on the market for cancer treatment. We also welcome Nyenburgh Holding BV as a new initiated owner" – Anna Eriksrud, CEO NeoDynamics
Through the Share Issue, the Company’s total number of shares can increase by a maximum of 24,243,641 shares, from 36,006,951 to 60,250,592 shares. The share capital can increase by a maximum of SEK 2,424,364.10, from SEK 3,600,695.10 to SEK 6,025,059.20.
In order to finance the Company’s operations until the issue proceeds from the Share Issue has been received by the Company, the Company has entered into a loan agreement with Cardeon regarding a bridge loan (the "Bridge Loan"). The Bridge Loan amounts to a total of SEK 10 million and carries an annual interest rate of 12 percent and a set-up fee of 4 percent of the nominal loan amount. The Bridge Loan, accrued interest and set-up fee are due for payment on December 31, 2020, if repayment has not been made before that date. Repayment of the Bridge Loan, including the set-up fee, to Cardeon is intended to be made by set-off against shares in the Share Issue.