Herantis Pharma Plc
Company release, inside information, 26 May 2020 at 6:30 p.m. Eastern European Summer Time
THE INFORMATION CONTAINED IN THIS RELEASE IS NOT FOR PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, HONG KONG, JAPAN, SINGAPORE, SOUTH AFRICA OR THE UNITED STATES OR IN ANY OTHER JURISDICTION IN WHICH PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
Herantis Pharma Plc ("Herantis" or the "Company") hereby announces its intention to issue new shares (the "Placing Shares") in an offering directed to a selected group of investors (the "Placing") to raise a minimum of EUR 5 million in gross proceeds. The gross proceeds of the Placing may be higher than the planned preliminary minimum amount.
The number of Placing Shares and their subscription price will be decided based on offers received in an accelerated bookbuilding. Carnegie Investment Bank AB (publ) ("Carnegie") is acting as the sole global coordinator and sole bookrunner of the Placing. The result of the Placing will be published in a company release after the completion of the bookbuilding. The bookbuilding will be launched immediately following the announcement of this company release and the bookbuilding is expected to end by 9:00 a.m. on 27 May 2020 at the latest.
The Placing will be carried out based on the authorisation given by the Company's annual general meeting to the board of directors on 8 April 2020. The Company has not previously issued shares based on the aforementioned authorisation.
Subject to the completion of the Placing, the Placing Shares (ISIN code FI4000087861) will be registered with the trade register maintained by the Finnish Patent and Registration Office and will be issued in the book-entry system on or about 28 May 2020, following which they will confer shareholder rights in the Company.
The Placing Shares are expected to be ready for delivery to the investors against payment through Euroclear Finland Ltd or, as applicable, through Euroclear Sweden AB on or about 29 May 2020.
Herantis intends to make applications for the admission into trading of the Placing Shares on Nasdaq First North Growth Market Finland and on Nasdaq First North Growth Market Sweden. Trading in the Placing Shares is expected to commence on Nasdaq First North Growth Market Finland and Nasdaq First North Growth Market Sweden on or about 29 May 2020, subject to the respective listing applications being approved.
Reasons for the Placing and use of proceeds
The net proceeds of the Placing would be used, among other things, for:
- Phase 3 preparations of Lymfactin® targeting a curative treatment for secondary Lymphedema
- Phase 2 preparations of the CDNF program targeting a disease-modifying treatment in Parkinson's Disease
- Development of xCDNF, a non-invasive next generation CDNF
- Strengthening of the Company's capital structure.
The Company expects twelve-month follow-up results of the Phase 1-2 clinical study of CDNF in Q3/2020. For Lymfactin®, the Company is expecting Phase 2 results in Q1/2021.
The CEO of Herantis, Pekka Simula comments:
"With the Company poised for important next steps forward in both pillars of its pipeline, the net proceeds of the Placing are expected to help the Company in the next phase of development toward the eventual objective of reaching commercialisation."
The Placing is expected to allow the Company to obtain needed financing on terms that, in the assessment of the Company, will be more beneficial than terms that would otherwise be available, and therefore weighty financial reasons exist for deviating from the pre-emptive rights of the shareholders.
Carnegie is acting as the sole global coordinator and sole bookrunner of the Placing. Krogerus Attorneys Ltd is acting as the legal counsel to the Company as to Finnish law and Borenius Attorneys Ltd is acting as the legal counsel to the sole global coordinator and sole bookrunner of the Placing as to Finnish law.
Herantis Pharma Plc
Board of directors
Herantis Pharma Plc, Pekka Simula, CEO, telephone: +358 40 7300 445
Company web site: www.herantis.com
Carnegie Investment Bank AB (publ), Mika Karikoski (ECM Contact), telephone: +358 40 741 6959
Certified Advisor: UB Securities Ltd, Finland: +358 9 25 380 225, Sweden: +358 40 5161400
About Herantis Pharma Plc
Herantis Pharma Plc is an innovative drug development company breaking the boundaries of standard therapeutic approaches. Our regenerative medicine drug candidates, CDNF and Lymfactin®, aim to revolutionize the treatment of Parkinson’s disease and other neurodegenerative diseases, and of secondary lymphedema. The shares of Herantis are listed on the Nasdaq First North Growth Market Finland with the ticker "HRTIS" and on Nasdaq First North Growth Market Sweden with the ticker "HRNTS". Subscribe to Herantis' news at https://herantis.com/subscribe/.
Not for publication or distribution, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, Singapore, South Africa or the United States or in any other jurisdiction in which publishing or distributing would be prohibited by applicable law.
This release is not a prospectus and not an offer relating to securities. No offer will be made in any such jurisdiction in which the offer or participation therein would be unlawful. No offer will be made in any such jurisdiction in which the offer would require the preparation of a prospectus, registration or any other similar action. The sole global coordinator and sole bookrunner is acting exclusively for the Company and no one else connected to the possible share issue. The sole global coordinator and sole bookrunner will not be responsible to anyone other than the Company for providing the protections afforded to its clients nor for giving advice in relation to the contents of this release or the possible transaction pursuant to this release.
This release is directed only to (A) persons who are outside the United States of America; (B) persons who are resident in a Member State of the European Economic Area and are a qualified investor (within the meaning of Article 2(1)(e) of Regulation (EU) 2017/1129 (the "Prospectus Regulation")); and (C) as regards the United Kingdom, (i) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); (ii) high net worth entities; and (iii) and other persons to whom it may lawfully be communicated, falling within Article 49(2) of the Order (all such persons together being referred to as "Relevant Persons"). Any shares offered in the possible share issue or requests, offers or agreements relating to the subscription for, purchase of or any other acquisition of such shares are intended to be made available to Relevant Persons only. No one who is not a Relevant Person shall act on the basis of this release.
This release does not constitute an offer for sale of securities in the United States. The shares may not be offered or sold within the United States absent of registration or an exemption under the U.S. Securities Act 1933 (as amended). The Company has not registered and it does not intend to register, any portion of the offering in the United States, and it does not intend to conduct a public offering in the United States.
This release contains forward-looking statements. These forward-looking statements are not based on historical facts, but are statements about future expectations. Statements included in this release which contain expressions "considers", "aims", "anticipates", "assumes", "believes", "estimates", "expects", "intends", "may", "plans", "should", and other similar expressions related to the Company or the possible share issue are examples of such forward-looking statements. Other forward-looking statements can be identified in the context in which the statements are made. Forward-looking statements contain information about future results, plans or expectations regarding the Company's business operations, including its strategy and growth plans and profitability, and the general economic situation. These forward-looking statements are based on current plans, estimates, prospects and expectations. They are based on certain currently valid expectations that may however turn out to be wrong. These forward-looking statements are based on assumptions and they contain several risks and uncertainties. Investors should not rely on these forward-looking statements. Several factors may result in a material deviation of the Company's actual business outcome or financial standing from the business outcome or financial standing that is indicated or referred to in forward-looking statements. The absence or occurrence of the aforementioned factors may cause a substantial deviation of the Company's actual business outcome or financial standing from what is directly or indirectly presented or described in the sections, which include forward-looking statements. Because of risks, uncertainties, assumptions and other factors, events described in forward-looking statements may not necessarily occur. Therefore, the accuracy and completeness or the occurrence of the predicted events of the forward-looking statements presented in this release cannot be guaranteed.