EXACT Therapeutics announces successful placement of NOK 25 million share issue
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, HONG KONG, JAPAN OR THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.
Reference is made to the stock exchange announcement published on 30 November 2023 by EXACT Therapeutics AS ("EXACT-Tx" or the "Company"), a clinical-stage precision medicine company, regarding a contemplated private placement (the "Private Placement") of new shares in the Company (the "Offer Shares"). EXACT-Tx is pleased to announce that the Private Placement has been successfully placed through an allocation of 2,083,333 Offer Shares, at a subscription price of NOK 12 per Offer Share for total gross proceeds of NOK 25 million.
The net proceeds from the Private Placement will be used to (i) advance and conclude on the dose expansion part of the ACTIVATE study in patients with liver metastases and announce the top line results, (ii) expand and conclude on the ACT® platform utility in selected additional high-value areas through preclinical studies, including glioblastoma, (iii) focused business development efforts, pursuing productive leads in selected use areas of ACT® (iv) conclude a pre-IND process with the FDA, for the ENACT study and development programme in pancreatic cancer, and (v) general corporate purposes and IP.
Per Walday, CEO of EXACT Therapeutics, says: "This financing has been completed without any significant discount to the market price, and we are excited and grateful for the exceptional support from leading Norwegian investors. The capital infusion will take us well beyond key milestones in the ongoing clinical ACTIVATE study in patients with metastatic liver cancer, and will also enable us to conduct pre-IND discussions with regulatory authorities in the USA (FDA) for pancreatic cancer, a disease with significant unmet medical needs. Furthermore, it will enable us to obtain potentially transformational results from our preclinical activities in glioblastoma, immuno-oncology, and CNS. Positive results from these studies could open up significant new and valuable therapy areas for our unique ACT technology."
The share issue and associated share capital increase in the Private Placement has been resolved by the board of directors of the Company pursuant to an authorization to issue new shares granted by the annual general meeting of the Company on 9 June 2023. Following completion of the Private Placement, the Company's share capital will be NOK 128,322.208 divided into 32,080,552 shares, each with a par value of NOK 0.004.
Settlement of the Offer Shares is expected to take place on or about 5 December 2023 on a delivery versus payment basis by delivery of existing and unencumbered shares in the Company that are already listed on Oslo Børs facilitated by a share lending agreement entered into between Kvåle AS, the Company and the Manager.
About EXACT-Tx:
EXACT-Tx is a Norwegian clinical-stage precision medicine company developing a technology platform for targeted therapeutic enhancement – Acoustic Cluster Therapy (ACT®). ACT® follows a unique approach to ultrasound-mediated, targeted drug enhancement – with the potential to significantly amplify the clinical utility of a wide range of therapeutic agents across a multitude of indications including within oncology (chemotherapy, immunotherapy) and brain diseases. www.exact-tx.com
Advisors Carnegie AS is acting as financial advisors and sole bookrunner in connection with the Private Placement.
Advokatfirmaet Thommessen AS is acting as legal advisor.
For more information, please contact:
Per Walday, CEO EXACT Therapeutics
Email per.walday@exact-tx.com
John M. Edminson, CFO EXACT Therapeutics
Email: john.edminson@exact-tx.com
This information is considered to be inside information pursuant to the EU Market Abuse Regulation (MAR) and is subject to the disclosure requirements pursuant to MAR article 17 and section 5 -12 of the Norwegian Securities Trading Act. This stock exchange release was published by John Edminson, on 30 November 2023 at 22.30 CET.
Important information:
This announcement is not and does not form a part of any offer to sell, or a solicitation of an offer to purchase, any securities of the Company. The distribution of this announcement and other information may be restricted by law in certain jurisdictions. Copies of this announcement are not being made and may not be distributed or sent into any jurisdiction in which such distribution would be unlawful or would require registration or other measures. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions.
The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and accordingly may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and in accordance with applicable U.S. state securities laws. The Company does not intend to register any part of the offering or its securities in the United States or to conduct a public offering of securities in the United States. Any sale in the United States of the securities mentioned in this announcement will be made solely to "qualified institutional buyers" as defined in Rule 144A under the Securities Act.
In any EEA Member State, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the EU Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State. The expression "EU Prospectus Regulation" means Regulation 2017/1129 as amended together with any applicable implementing measures in any Member State.
This communication is only being distributed to and is only directed at persons in the United Kingdom that are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") or (ii) high net worth entities, and other persons to whom this announcement may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). This communication must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this communication relates is available only for relevant persons and will be engaged in only with relevant persons. Persons distributing this communication must satisfy themselves that it is lawful to do so.
Matters discussed in this announcement may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as "believe", "expect", "anticipate", "strategy", "intends", "estimate", "will", "may", "continue", "should" and similar expressions. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond its control.
Actual events may differ significantly from any anticipated development due to a number of factors, including without limitation, changes in investment levels and need for the Company’s services, changes in the general economic, political and market conditions in the markets in which the Company operate, the Company’s ability to attract, retain and motivate qualified personnel, changes in the Company’s ability to engage in commercially acceptable acquisitions and strategic investments, and changes in laws and regulation and the potential impact of legal proceedings and actions. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The Company does not provide any guarantees that the assumptions underlying the forward-looking statements in this announcement are free from errors nor does it accept any responsibility for the future accuracy of the opinions expressed in this announcement or any obligation to update or revise the statements in this announcement to reflect subsequent events. You should not place undue reliance on the forward-looking statements in this document.
The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice. The Company does not undertake any obligation to review, update, confirm, or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this announcement.
Neither the Manager nor any of its affiliates make any representation as to the accuracy or completeness of this announcement and none of them accepts any responsibility for the contents of this announcement or any matters referred to herein. This announcement is for information purposes only and is not to be relied upon in substitution for the exercise of independent judgment. It is not intended as investment advice and under no circumstances is it to be used or considered as an offer to sell, or a solicitation of an offer to buy any securities or a recommendation to buy or sell any securities in the Company. Neither the Manager nor any of its affiliates accept any liability arising from the use of this announcement.