Description and status on the L1 Capital financing:
During 2018, a financing agreement with European Select Growth Opportunities Fund (“ESGOF”) was entered.
The agreement provided the company with access to SEK 70m over a 36month period in the form of convertible debt securities divided into a number of tranches. The Company has used one tranche of SEK 7m and all convertible debentures have now been converted. The Company announced in April 2019 that they intended to terminate the agreement and, it has now been terminated. In connection with the used tranche of convertibles, warrants were also issued to ESGOF and existing shareholders.
Main characteristics of the warrants issued to ESGOF
- ESGOF and existing shareholders received warrants without further remuneration.
- The warrants have a term of five (5) years from the date of the registration of their issuance with the Swedish
Companies Registration Office. Each warrant gives right to subscribe for one (1) new share (subject to standard
adjustments in accordance with the terms and conditions of the warrants) in Episurf Medical at a fixed strike
price representing a 120 % premium to the reference price on the date of the request from Episurf Medical to
issue a tranche.
Use of convertibles and warrants
The first and only tranche was conducted in the second quarter of 2018 as a targeted issue of SEK 7m through the issuance of 140 convertibles of 573,770 associated warrants to ESGOF. In connection with this, 1,131,462 warrants were also issued to the shareholders. All warrants have a redeeming price of SEK 6.10. Which has been adjusted in connection with the rights issue that was carried out during the second quarter of 2019 to 1.40 according to current conditions. See table below for follow-up of number of outstanding and utilised convertibles and warrants.
Series TO4B warrants was listed for trading on Nasdaq Stockholm 7 June 2018.
Holding of one (1) warrants of series TO4B entitles the holder to subscribe for one (1) new share at a price of SEK 1.40*. Subscription of shares on the basis of the warrants may take place during the following periods:
– Monday, November 9, 2020 until Monday, November 23, 2020
– Sunday, May 9, 2021 until Sunday, May 23, 2021
– Tuesday, November 9, 2021 until Tuesday, November 23, 2021
– Monday, May 9, 2022 until Monday, May 23, 2022
– Wednesday November 9, 2022 until Wednesday, November 23, 2022
– Tuesday, May 9, 2023 until Tuesday, May 23, 2023
– Thursday, November 9, 2023 until Thursday, November 23, 2023
Holders of warrants series TO4B 2018/2023 for a total value of SEK 500,000 or more may always exercise the warrants for subscription of shares, i.e. from 23 May 2018 until 23 May 2023.
Warrants of series TO4B have ISIN code SE0011309467.
*The price has been changed from SEK 6.10 to 1.40 according to the terms of the warrants.