J. Molner AS (registry code 16579077, Akadeemia tee 21/5, 12618, Tallinn,
Estonia, hereinafter "Molner" or "Issuer") hereby announces the initial public
offering of its shares. The offering is based on a description of the company
prepared by Molner, available on the Molner website at
https://www.jmolner.com/investor.
Shares are offered to the public only in Estonia and Latvia and not in any
other jurisdiction.
Comment by Molner CEO Jason Grenfell-Gardner:
"Molner is building a specialty pharmaceutical company with Estonian roots and
with key markets in the United States of America and Canada. With three drugs
in our portfolio already approved in the US pending launch, our first drug
submitted in Canada, and a pipeline of further products, Molner is leveraging
the knowledge and capabilities of Estonian chemists and our regulatory
environment into some of the largest markets for pharmaceuticals. Our focus on
specialty generic products, including sterile injectable drugs for hospitals
and non-sterile dermatological and topical drugs for pharmacies, allows us to
rapidly scale our development skills, grow our pipeline, and deliver growth."
Overview of the essential terms of the offering
Up to 123,152 ordinary shares of Molner are publicly offered. If the interest
in the offering is high and the investor demand exceeds the number of shares
offered, the Issuer has the right to increase the number of shares in the
offering up to 147,783 shares.
The estimated revenue of the offering is approximately EUR 1,000,000, or up to
EUR 1,200,000 in the case of oversubscription. Molner intends to use the
revenue from the offering primarily for expanding its team and launching new
generic drugs but also to increase the capabilities of its laboratory that
supports the fast growth or Molner.
Molner has submitted an application for admission to trading of all its shares
including the new shares issued in the course of the offering on the
Multilateral Trading Facility First North.
The offering period during which the shares can be subscribed for will begin on
24 October 2022 at 10:00 and ends on 4 November 2022 at 16:00 (Estonian time).
The offer price is fixed at EUR 8.12 per share of which EUR 1.00 is the nominal
value and EUR 7.12 is the issue premium. Only an integer number of shares can
be subscribed for.
A retail investor wishing to submit a subscription order must contact the
operator of its securities account opened at the Estonian Register of
Securities or a financial institution who is a member of the Nasdaq Tallinn
Stock Exchange and manages its securities account at the Estonian Register of
Securities.
Important dates
The below timeline specifies the most important dates related to the offer.
24 October 2022 at 10:00 Start of the offering period
4 November 2022 at 16:00 End of the offering period
On or about 7 November Announcement on the results of the offering
2022
On or about 9 November Settlement of the offering
2022
On or about 10 November First day of trading on First North
2022
On or about 18 November Increase the share capital in the commercial register
2022
On or about 22 November First trading day of new shares on Nasdaq Tallinn
2022 First North
Given that the already issued shares belonging to the sole shareholder of
Molner that are lent to AS LHV Pank are used for settlement purposes, it is
possible to start trading with the shares on the following day after
settlement. The reference in the schedule to 22 November 2022 concerns the
first trading day of the shares issued by Molner to AS LHV Pank to enable the
repayment of the loan.
Subscription form
Owner of the [name of the investor]
securities account:
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Securities account: [number of the investor's securities account]
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Custodian: [name of the investor's custodian]
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Security: J.MOLNER AKTSIA
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ISIN code: EE3100109XXX
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Amount of securities: [number of shares for which the investor wishes to
subscribe]
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Price (per one share): 8 euros and 12 cents
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Transaction amount: [the number of shares for which the investor wishes to
subscribe multiplied by the price of the share]
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Counterparty: AS LHV Pank
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Securities account of 99104086627
the counterparty:
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Custodian of the AS LHV Pank
counterparty:
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Type of transaction: Subscription
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Type of settlement: delivery versus payment (DVP)
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Allocation principles
Molner shall decide on the distribution of the offering shares at its sole
discretion after the end of the offering period on or about 7 November 2022.
All investors shall be treated equally in the same circumstances for the
purposes of distribution, however, Molner reserves the right to prefer Molner's
management, employees, clients and/or existing investors. Molner is entitled to
use different allocation principles between the groups of retail investors and
institutional investors.
In addition to the offering, Molner may allocate shares at its discretion to
institutional investors, provided that such investors can be considered
qualified investors within the meaning of Article 2(e) of the Prospectus
Regulation and to investors in the European Economic Area member states to whom
the Shares are offered non-publicly according to Article 1(4) of the Prospectus
Regulation.
Before investing in the shares of Molner we advise you to acquaint yourself
with the company description in full and, if needed, consult with an expert.
Contacts for additional information:
Jason Grenfell-Gardner
Member of the management board of J.Molner AS
+372 536 00 346
jason@jmolner.com
Molner is a holding company of the Molner Group that is founded in Estonia and
active in USA, Canada and Estonia. Molner Group develops and sells generic
drugs in Canada and USA as well as provides analytical chemistry and stability
services to clients in Europe, Canada and USA.
Important information:
This notice is an advertisement for securities within the meaning of Regulation
No 2017/1129/EU of 14 June 2017 of the European Parliament and of the Council
and does not constitute an offer to sell the shares of the Issuer or invitation
to subscribe to the shares of the Issuer. Before deciding to invest we ask the
investors to acquaint themselves with the Issuer's company description and if
needed consult with an expert. Decision to acquire the shares of the Issuer
should be based only on the information presented in the company description of
the Issuer.
The information contained in this notice is not intended to be published,
distributed or transmitted, in whole or in part, directly or indirectly, in the
United States, Canada, Hong Kong, Japan, Singapore, South Africa, or in any
other country or circumstance where the publication, sharing or transmission
would be unlawful or to any persons to whom the competent authorities have
applied financial sanctions. The Issuer's shares will be publicly offered only
in the Republic of Estonia and Republic of Latvia and the sale or offer of the
shares shall not take place in any jurisdiction where such offer, invitation or
sale would be unlawful without the exception or qualification of law or to any
persons to whom the competent authorities have applied financial sanctions.
Shares are offered solely based on the company description and the offer is
intended only for the persons to whom the company description is directed at.
The present notice is not reviewed or confirmed by any supervisory authority,
and it does not constitute a prospectus.© 2022 GlobeNewswire
