Outcome of Episurf Medical’s rights issue

This press release is not for release, publication or distribution, directly or indirectly, in or into the USA, Australia, Hong Kong, Canada, Japan, Singapore or any other jurisdiction where the distribution of this press release is subject to legal restrictions.

The subscription period for Episurf Medical’s new issue with preferential rights for the company’s shareholders ended on 10 September 2015 and the final outcome shows that the issue was subscribed for by shareholders to approx. 98 per cent. The remaining approx. 2 per cent will be allocated to the guarantors. Consequently, the company will raise approx. SEK 120 million before issue related costs.


As set forth in the resolution by the shareholders’ meeting held on 21 August 2015, which approved the board of directors’ resolution on a new issue with preferential rights for the company’s shareholders, Episurf Medical AB (publ) (”Episurf” or the ”Company”) has carried out the new issue. The subscription price for the new shares of series A and B was SEK 15 per share and the subscription period ran from and including 26 August 2015 until and including 10 September 2015.


The new issue was subscribed for by shareholders by virtue of primary and secondary preferential rights to 97.81 per cent. The summation shows that 6,917,407 shares (1,550,892 A-shares and 5,366,515 B-shares), corresponding to 86.76 per cent of the offered shares, were subscribed for by virtue of subscription rights. 881,226 shares, corresponding to 11.05 per cent of the offered shares, were subscribed without the virtue of subscription rights. The remaining 174,823 shares, corresponding to 2.19 per cent of the offered shares, will be allocated to the persons having guaranteed the rights issue pursuant to agreements with the Company. The rights issue is thus fully subscribed and the Company will raise approximately SEK 120 million before issue related costs.


Through the new issue, Episurf Medical’s share capital will increase by SEK 2,392,036.8. The number of A-shares will increase by 1,741,228 to 3,470,769 and the number of B-shares will increase by 6,232,228 to 12,492,536. The total number of shares will consequently increase by 7,973,456 to 15,963,305 and the total number of votes will increase by 11,455,912 to 22,911,824.


As confirmation of the allocation of new A-shares and B-shares subscribed for without subscription rights, contract notes will be sent to subscribers or custodians. Subscribed and allocated new shares shall be paid for in cash on the settlement date in accordance with the instructions on the contract note, around 16 September 2015. Shareholders holding shares through custodians will get information about allocation in accordance with the routines of the respective custodian.


New B-shares subscribed for by virtue of subscription rights are expected to be registered with the Swedish Companies Registration Office by the end of week 38, 2015. The new B-shares subscribed for by virtue of subscription rights are expected to be admitted to trading on Nasdaq Stockholm during week 39, 2015.


Avanza Bank is acting as issuing house in connection with the rights issue and Gernandt & Danielsson Advokatbyrå is acting as legal advisor to Episurf in connection with the rights issue.


For further information, please contact:
Lena Lones, CFO Episurf Medical AB (publ)
Phone: +46 (0) 707 18 19 75, e-mail: lena.lones@episurf.com



About Episurf Medical

Episurf Medical offers people with joint pain a more active and healthier life by providing minimum-invasive, patient-specific treatment. Episurf Medical’s personalised implant Episealer® and surgical drill guides Epiguide® are developed for treatment of localized cartilage defects in joints. Based on Episurf Medical’s μiFidelity®-system, the implants may be individually customized to each person’s unique lesion for optimal positioning and minimum invasion.


Episurf Medical’s head office is in Stockholm, Sweden. The share (EPIS B) is listed on Nasdaq Stockholm. More information about the company is available on its website, www.episurf.com.


The information in this press release is information that Episurf Medical AB shall disclose pursuant to the Swedish Securities Market Act and/or the Swedish Financial Instruments Trading Act. The information was submitted for publication at 08:00 on 14 September 2015.


Important information
The information in this press release shall not constitute an offer to acquire, subscribe or otherwise trade in shares, subscription rights or other securities in Episurf Medical AB (publ). An invitation to the persons concerned to subscribe for shares in Episurf Medical will only be made through, and in accordance with, the prospectus and supplementary prospectus which have been published by Episurf.

This press release may not be released, published or distributed, directly or indirectly, in or into the United States of America, Australia, Hong Kong, Canada, Japan or Singapore, or any other jurisdiction in which such action, in whole or in part, is subject to legal restrictions or would require preparation of further prospectuses, registration or other actions in addition to what follows from Swedish law. Nor may the information in this press release be forwarded, reproduced or disclosed in a manner that contravenes such restrictions or would entail such requirements. Failure to comply with this instruction may result in a violation of applicable securities laws.

No subscription rights, paid subscribed shares (Sw. betalda tecknade aktier) or shares have or will be registered under the United States Securities Act of 1933 (“Securities Act”) or securities legislation in any state or other jurisdiction in the United States and may not be offered, subscribed, sold or transferred, directly or indirectly, within the United States, other than pursuant to an applicable exemption from the registration requirements of the Securities Act and in accordance with securities laws in the relevant state or other jurisdiction in the United States.

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”, “plan”, “estimate” and other expressions which imply indications or predictions of future development or trends, and which are not based on historical facts, constitute 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.