NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, WITHIN OR TO THE UNITED STATES, AUSTRALIA, CANADA, HONG
KONG, JAPAN, NEW ZEALAND, SINGAPORE, SOUTH
AFRICA, SWITZERLAND OR IN
ANY OTHER JURISDICTION WHERE THE RELEASE, DISTRIBUTION OR
PUBLICATION OF THIS PRESS RELEASE WOULD BE UNLAWFUL OR WOULD
REQUIRE REGISTRATION OR ANY OTHER MEASURES.
STOCKHOLM, June 4, 2020 /PRNewswire/ -- INSIDE
INFORMATION: Immunovia AB (publ) ("Immunovia" or the "Company")
intends to carry out a directed issue of shares of approximately 15
percent of the issued share capital, with the potential to upsize
the transaction, through an accelerated book building procedure
(the "Directed Issue"). The proceeds from the Directed Issue will
be used for the Company's investments in an accelerated
commercialization start for IMMray™ PanCan-d and for general
corporate purposes in accordance with the Company's communicated
strategy. Immunovia has engaged Kempen & Co, Danske Bank and
Vator Securities to explore the possibilities to conduct the
Directed Issue.
The Directed Issue
Immunovia has, based on the authorization given by Immunovia's
Annual General Meeting on 7 May 2020,
engaged Kempen & Co, Danske Bank and Vator Securities to
investigate the possibilities to conduct a directed issue of shares
of approximately 15 percent of the issued share capital, with the
potential to upsize the transaction, directed to Swedish and
international investors of institutional character through an
accelerated book building procedure. The book building process will
begin immediately after the announcement of this press release. The
Directed Issue is contingent on a resolution by the Board of
Directors, which, alongside pricing and allocation is expected to
occur prior to the beginning of trading on Nasdaq Stockholm at
09.00 CET on 4 June 2020. The Board
of Directors may decide to extend or shorten the application period
and can at any moment decide to terminate the book building process
and thus refrain from conducting the Directed Issue.
The proceeds from the Directed Issue are intended to finance the
Company's investments in an accelerated commercialization start for
IMMray™ PanCan-d and for general corporate purposes in accordance
with Immunovia's communicated strategy. Assuming the Directed Issue
provides the Company with gross proceeds of approximately MSEK 470,
Immunovia's Board of Directors currently sees the Company's cash
runway extended to Q3 2022.
The reason for the deviation from the shareholders' preferential
rights is to perform a capital raise in a time and cost-effective
manner and to raise capital at favorable conditions for the
Company's continued expansion.
In connection with the Directed Issue, the Company has
undertaken, with customary exceptions, not to issue additional
shares for a period of 180 calendar days after closing of the
Directed Issue. Board members and persons of the management holding
shares and/or warrants have undertaken not to sell any shares in
the Company for a period of 180 calendar days after registration of
the shares with the Swedish Companies Registration Office, with
customary exceptions.
Advisors
Kempen & Co and Danske Bank are Joint Global Coordinators
and Joint Bookrunners, and Vator Securities is Joint Bookrunner.
Baker McKenzie is legal advisor to the Company and White & Case
is legal advisor to Kempen & Co, Danske Bank and Vator
Securities in connection with the Directed Issue.
Responsible person
This information is such information as Immunovia AB (publ) is
obliged to disclose under the EU Market Abuse Regulation 596/2014.
The information was provided by the contact person below for
publication at the point in time specified by Immunovia's news
distributer Cision at the publication of this press release.
About Immunovia
Immunovia AB is a diagnostic company that is developing and
commercializing highly accurate blood tests for the early detection
of cancer and autoimmune diseases based on Immunovia's proprietary
test platform called IMMray™. Tests are based on antibody biomarker
microarray analysis using advanced machine-learning and
bioinformatics to single-out a set of relevant biomarkers that
indicate a certain disease. Thus, forming a unique "disease
biomarker signature".
The company was founded in 2007, based on cancer studies and
ground-breaking research in the Department of Immuntechnology at
Lund University and CREATE Health
Cancer Center, Sweden.
The first product, IMMray™ PanCan-d, is undergoing clinical
evaluation in some of the world's largest clinical studies for
pancreatic cancer, PanFAM-1, PanSYM-1 and PanDIA-1 and is currently
entering the final validation for sales start Q4 2020. When
validated, IMMray™ PanCan-d will be the first blood-based test for
early diagnosis of pancreatic cancer on the market, with a
potential to significantly improve patient survival and
outcome.
Immunovia Dx Laboratories located in Marlborough, Massachusetts, USA and
Lund, Sweden will provide
laboratory testing services in two accredited reference
laboratories.
Immunovia's shares (IMMNOV) are listed on Nasdaq Stockholm. For
more information, please visit www.immunovia.com.
IMPORTANT INFORMATION
The release, announcement or distribution of this press release
may, in certain jurisdictions, be subject to restrictions and the
recipients of this press release in jurisdictions where this press
release has been published or distributed shall inform themselves
of and follow such restrictions. The recipient of this press
release is responsible for using this press release, and the
information contained herein, in accordance with applicable rules
in each jurisdiction. This press release does not constitute an
offer, or a solicitation of any offer, to buy or subscribe for any
securities in Immunovia in any jurisdiction, neither from Immunovia
nor from someone else.
This press release does not constitute or form part of an offer
or solicitation to purchase or subscribe for securities in
the United States. The securities
referred to herein may not be sold in the
United States absent registration or an exemption from
registration under the US Securities Act of 1933, as amended (the
"Securities Act"), and may not be offered or sold within
the United States absent
registration or an applicable exemption from, or in a transaction
not subject to, the registration requirements of the Securities
Act. There is no intention to register any securities referred to
herein in the United States or to
make a public offering of the securities in the United States. The information in this
press release may not be announced, published, copied, reproduced
or distributed, directly or indirectly, in whole or in part, within
or into the United States,
Australia, Canada, Hong
Kong, Japan, New Zealand, Singapore, South
Africa, Switzerland or in
any other jurisdiction where such announcement, publication or
distribution of the information would not comply with applicable
laws and regulations or where such actions are subject to legal
restrictions or would require additional registration or other
measures than what is required under Swedish law. Actions taken in
violation of this instruction may constitute a crime against
applicable securities laws and regulations.
This announcement is not a prospectus for the purposes of
Regulation (EU) 2017/1129 (the "Prospectus Regulation") and
has not been approved by any regulatory authority in any
jurisdiction. Immunovia has not authorized any offer to the public
of shares or other securities in any member state of the EEA and no
prospectus has been or will be prepared in connection with the
Directed Issue. 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 Prospectus Regulation.
In the United Kingdom, this
document and any other materials in relation to the securities
described herein is only being distributed to, and is only directed
at, and any investment or investment activity to which this
document relates is available only to, and will be engaged in only
with, "qualified investors" who are (i) persons having
professional experience in matters relating to investments who fall
within the definition of "investment professionals" in
Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the "Order"); or (ii) high
net worth entities falling within Article 49(2)(a) to (d) of the
Order (all such persons together being referred to as "relevant
persons"). In the United Kingdom,
any investment or investment activity to which this communication
relates is available only to, and will be engaged in only with,
relevant persons. Persons who are not relevant persons should not
take any action on the basis of this press release and should not
act or rely on it.
Forward-looking statements
This press release contains forward-looking statements that
reflect the Company's intentions, beliefs, or current expectations
about and targets for the Company's and the Group's future results
of operations, financial condition, liquidity, performance,
prospects, anticipated growth, strategies and opportunities and the
markets in which the Company and the Group operates.
Forward-looking statements are statements that are not historical
facts and may be identified by words such as "believe", "expect",
"anticipate", "intend", "may", "plan", "estimate", "will",
"should", "could", "aim" or "might", or, in each case, their
negative, or similar expressions. The forward-looking statements in
this press release are based upon various assumptions, many of
which are based, in turn, upon further assumptions. Although the
Company believes that the expectations reflected in these
forward-looking statements are reasonable, it can give no
assurances that they will materialize or prove to be correct.
Because these statements are based on assumptions or estimates and
are subject to risks and uncertainties, the actual results or
outcome could differ materially from those set out in the
forward-looking statements as a result of many factors. 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 guarantee that the assumptions
underlying the forward-looking statements in this press release are
free from errors and readers of this press release should not place
undue reliance on the forward-looking statements in this press
release. The information, opinions and forward-looking statements
that are expressly or implicitly contained herein speak only as of
its date and are subject to change without notice. Neither the
Company nor anyone else undertake 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 press release, unless it is not required by
law or Nasdaq Stockholm rule book for issuers.
Information to distributors
Solely for the purposes of the product governance requirements
contained within: (a) EU Directive 2014/65/EU on markets in
financial instruments, as amended ("MiFID II"); (b) Articles
9 and 10 of Commission Delegated Directive (EU) 2017/593
supplementing MiFID II; and (c) local implementing measures
(together, the "MiFID II Product Governance Requirements"),
and disclaiming all and any liability, whether arising in tort,
contract or otherwise, which any "manufacturer" (for the
purposes of the MiFID II Product Governance Requirements) may
otherwise have with respect thereto, the shares in Immunovia have
been subject to a product approval process, which has determined
that such shares are: (i) compatible with an end target market of
retail investors and investors who meet the criteria of
professional clients and eligible counterparties, each as defined
in MiFID II; and (ii) eligible for distribution through all
distribution channels as are permitted by MiFID II (the "Target
Market Assessment"). Notwithstanding the Target Market
Assessment, Distributors should note that: the price of the shares
in Immunovia may decline and investors could lose all or part of
their investment; the shares in Immunovia offer no guaranteed
income and no capital protection; and an investment in the shares
in Immunovia is compatible only with investors who do not need a
guaranteed income or capital protection, who (either alone or in
conjunction with an appropriate financial or other adviser) are
capable of evaluating the merits and risks of such an investment
and who have sufficient resources to be able to bear any losses
that may result therefrom. The Target Market Assessment is without
prejudice to the requirements of any contractual, legal or
regulatory selling restrictions in relation to the Directed Issue.
Furthermore, it is noted that, notwithstanding the Target Market
Assessment, the Joint Bookrunners will only procure investors who
meet the criteria of professional clients and eligible
counterparties.
For the avoidance of doubt, the Target Market Assessment does
not constitute: (a) an assessment of suitability or appropriateness
for the purposes of MiFID II; or (b) a recommendation to any
investor or group of investors to invest in, or purchase, or take
any other action whatsoever with respect to the shares in
Immunovia.
Each distributor is responsible for undertaking its own target
market assessment in respect of the shares in Immunovia and
determining appropriate distribution channels.
For further information, please contact:
Julie Silber, Director of
Investor Relations, Immunovia
Email: julie.silber@immunovia.com
Tel: +46 7 93 486 277
This information was brought to you by Cision
http://news.cision.com
https://news.cision.com/immunovia-ab/r/immunovia-intends-to-carry-out-a-directed-share-issue-through-an-accelerated-book-building-process,c3127441
The following files are available for download:
https://mb.cision.com/Main/13121/3127441/1258777.pdf
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