Vicore publishes prospectus and new financial information contained in the prospectus
NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, HONG KONG, SWITZERLAND, NEW ZEALAND, SINGAPORE OR SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OF THIS PRESS RELEASE WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR OTHER MEASURES BESIDES THOSE REQUIRED BY SWEDISH LAW. ADDITIONAL RESTRICTIONS APPLY, SEE THE IMPORTANT INFORMATION AT THE END OF THE PRESS RELEASE.
Mölndal, 18 September 2018 - The Board of Directors in Vicore Pharma Holding AB (publ) (”Vicore” or the ”Company”) has prepared a prospectus in connection with the forthcoming share issue with preferential rights for Vicore’s shareholders. The prospectus has today been approved and registered by the Swedish Financial Supervisory Authority. The prospectus, including complete terms and conditions, and application forms, are available on the Company’s website (www.vicorepharma.com) and Erik Penser Bank’s website (www.penser.se).
New financial information contained in the prospectus
The prospectus contains new information on how the recently acquired INIM Pharma AB and the distribution of shares in I-Tech AB affect the Company’s accounts. In conjunction with the acquisition of INIM, a Purchase Price Allocation (PPA) was prepared. Group surplus is allocated to goodwill (residual item). According to the PPA, the acquisition has an accounting effect by increasing the assets by 70.8 MSEK, which comprises of goodwill of 50.8 MSEK and the cash balance of 20.0 MSEK. Shareholders' equity increases by 70.8 MSEK. Since the acquisition is of strategic character, the amortization period for goodwill is 10 years. Amortization takes place from September 2018, which impacts the Group’s results with -0.4 MSEK per month, or -5.1 MSEK per year.
Furthermore, the dividend of 1,983,563 shares in I-Tech decreases the Group’s financial assets by approximately 40.7 MSEK as these solely consisted of the shareholding in I-Tech. Shareholders’ equity decreases by approximately 40.7 MSEK.
The rights issue in summary
Those registered as shareholders in Vicore on the record date, September 17, 2018, are entitled to receive subscription rights entitling to preferential rights to subscribe for shares in the rights issue. Each existing share entitles to one (1) subscription right. Three (3) subscription rights entitle to subscription of one (1) share. Insofar as new shares are not subscribed for with preferential rights, these shall be offered to shareholders and other investors that have applied for subscription of shares in Vicore. The subscription price has been set at SEK 10.00 per share, which implies that the rights issue will provide Vicore with SEK 82.4M before issue costs, by issuing a maximum of 8,240,002 shares. Shareholders who choose not to participate in the rights issue will be diluted by up to 25.0 percent, but may be able to economically compensate for the dilutive effect by selling their subscription rights.
In connection with the rights issue a number of existing shareholders have entered into subscription commitments or have declared their intention to subscribe for shares amounting to approximately SEK 57.7M, corresponding to approximately 70 percent of the rights issue.
The time plan in summary
- Subscription period: September 19 – October 3, 2018
- Trading in subscription rights: September 19 – October 1, 2018
- Trading in paid subscribed shares (BTA): from September 19, 2018 until conversion of paid subscription shares to ordinary shares
- Announcement of the outcome in the rights issue: around October 10, 2018
- Conversion of paid subscribed shares to ordinary shares: Week 43
For further information, please contact:
Dr. Carl-Johan Dalsgaard, CEO: +46 709 759 863, firstname.lastname@example.org