Uppsala, Sweden, April 28, 2026. The Board of Directors of Dicot Pharma AB ("Dicot Pharma" or the "Company") intends to resolve on a rights issue of units, consisting of shares and warrants, corresponding to approximately SEK 210 million (the "Issue") to finance the planned phase 2b study with the drug candidate LIB-01. The resolution on the Issue is intended to be made pursuant to the authorization proposed to the Annual General Meeting on May 6, 2026. The Issue, including complete terms and conditions, is expected to be resolved by the Board of Directors around May 8, 2026. The Issue is secured to 80 percent, corresponding to SEK 168 million, through subscription undertakings and guarantee commitments from existing shareholders as well as guarantee commitments from Schonfeld Global Master Fund LP, Anavio Capital Partners LLP and Vator Securities.
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Summary
- In the evaluation of various financing alternatives for the planned clinical phase 2b study, the Board of Directors has concluded that a rights issue prioritizing existing shareholders, while also enabling external investors to invest through guarantee commitments, is preferable from a shareholder perspective and in order to further increase value ahead of expected out-licensing and partnerships.
- The Board of Directors of Dicot Pharma therefore announces its intention to resolve on a rights issue of units of approximately SEK 210 million (before transaction costs).
- The notice of the Annual General Meeting on May 6, 2026 proposes an authorization that may be used for the Board of Directors resolution on the Issue.
- The subscription period in the rights issue is expected to commence during May.
- The Issue is secured to approximately 80 percent, corresponding to approximately SEK 168 million, through a combination of subscription undertakings and guarantee commitments as follows:
- larger existing shareholders, members of the Board of Directors and members of management have undertaken to subscribe for units in the Issue for approximately SEK 17.7 million, corresponding to approximately 8.4 percent of the Issue; and
- Schonfeld Global Master Fund LP, Anavio Capital Partners LLP and Vator Securities have provided guarantee commitments on customary terms which together amount to approximately SEK 150.3 million, corresponding to approximately 71.6 percent of the Issue.
- All terms and conditions for the Issue, such as the subscription price, number of units and increase of share capital, are expected to be resolved by the Board of Directors around May 8, 2026. The intention is that the subscription price in the Issue will be set at a discount of approximately 25 percent in relation to the theoretical ex-rights price (TERP discount). However, the Board of Directors will take into account the circumstances at the time of the resolution and, in consultation with the financial adviser, determine the final subscription price and discount.
- The Company's shareholders on the record date for the Issue will receive unit rights, which in turn entitle the holder to subscribe for units. A unit will consist of a combination of shares and warrants. The preliminary plan is that each unit will comprise 4 shares and 1 warrant. The intention is that the subscription price upon exercise of the warrants will be set within the range of 100-150 percent of the subscription price in the Issue. The intention is that the warrants will be exercisable during the second quarter 2027.
- The exact ratio and structure of the Issue, including the final terms and conditions, will be resolved by the Board of Directors, which means that the information above is preliminary only.
- In connection with the presentation of the first-quarter interim report via a webcast on April 30 at 9:00 a.m. CEST, available at https://www.dicotpharma.com/en/media/films/, CEO Elin Trampe will present the Issue and the plans for the phase 2b study.
"We are seeing significant interest in our drug candidate in dialogues with investors and potential licensees. Naturally, we are keen to protect our existing shareholders while at the same time capturing the interest from new investors, including international, which is very positive. Another important strategic aspect is to carefully select the right timing for licensing deals in order to maximize shareholder value. Against this background, we have concluded that we should carry out this rights issue with a structure that gives priority to existing shareholders while also providing new investors with the opportunity to participate. The amount secured corresponds to a fully financed phase 2b study, which enables us to continue building value in accordance with our strategic plan," comments Eva Sjökvist Saers, Chair of the Board of Dicot Pharma.
Background and rationale
Dicot Pharma is developing LIB-01 as a novel treatment concept for erectile dysfunction with the aim of surpassing currently available drugs. LIB-01 demonstrates a unique long acting effect on erectile function, a very favorable safety profile and a new mechanism of action that clearly differs from today's erectile dysfunction drugs.
In October 2025, Dicot Pharma presented positive topline results from a phase 2a clinical study. The results showed that the two higher dose levels, 25 and 50 mg, produced clinically relevant improvements in erectile function in patients with both mild and moderate erectile dysfunction, with sustained effect eight weeks after only three days of treatment. The long-acting effect distinguishes LIB-01 from today's short-acting medications and is considered to potentially represent a paradigm shift in the treatment of erectile dysfunction. The results provide the foundation for a phase 2b study, planned to start in 2026.
LIB-01 affects neural and vascular structures that play a central role in erectile function, thereby addressing fundamental mechanisms of erectile function. LIB-01 acts in part through the melanocortin system, specifically via the MC4 receptor by enhancing signaling, which provides long-lasting improvement in erectile function. Data also suggests that LIB-01 may affect parameters linked to metabolic diseases, which is now being further investigated in an ongoing preclinical program. Previous research also indicates that the substance seems to affect premature ejaculation.
Dicot Pharma collaborates with leading global partners in the development and manufacturing of LIB-01. The Company has established an international network of medical and clinical experts for the clinical development of the drug candidate.
Successful work with intellectual property rights has resulted in Dicot Pharma today holding granted patents extending until 2042. In addition, the Company has filed several patent applications to further broaden and extend patent protection.
Dicot Pharma's business model is based on evaluating financial and industrial partnerships for commercialization on the global market already during the clinical development phase. Financial partnerships aim to attract long-term investors, while industrial partnerships can be achieved through out-licensing in exchange for upfront payments upon deal signing, milestone payments, and royalty revenues on future sales.
Following an evaluation of various financing alternatives for the clinical phase 2b study, the Board of Directors has concluded that a rights issue which prioritizes existing shareholders while also providing external investors with the opportunity to invest in the Company through guarantee commitments is preferable from a shareholder perspective, and also in order to further increase value ahead of out-licensing and partnerships.
As an important part of the financing strategy ahead of future phase 3 studies, Dicot Pharma will work to enter into industrial partnerships for out-licensing. The strategy and timing for partnerships may vary depending on geographical region.
The net proceeds from the Issue are intended to finance the following activities (in order of priority):
- Execution of the clinical phase 2b study, including preclinical studies ahead of phase 3, approximately 75%
- Other R&D and scale-up of the manufacturing process, approximately 15%
- Business development, patents, regulatory processes, corporate governance, etc., approximately 10%
The net proceeds from warrants of series TO 7 are intended to finance the following activities (in order of priority):
- Preparations ahead of phase 3, approximately 70%
- Development and evaluation of other indications, approximately 30%
Annual General Meeting and expected timeline for the Issue
The Annual General Meeting is proposed to resolve to authorize the Board of Directors to resolve on the Issue. The Annual General Meeting will be held on May 6, 2026. A more detailed timetable and the terms and conditions for the Issue will be announced around May 8, 2026, provided that the General Meeting resolves on the proposed authorization. The subscription period is expected to commence during May.
Subscription undertakings, guarantee commitments and voting undertakings
Provided that the Annual General Meeting authorizes the Board of Directors to resolve on the Issue and that the Board of Directors thereafter resolves to carry out the Issue, certain existing shareholders, members of the Board of Directors and members of management have undertaken to subscribe for units in the Issue. The total subscription undertakings from these parties' amount to approximately 8.4 percent of the Issue, corresponding to approximately SEK 17.7 million. These persons have also undertaken to vote in favor of the proposal to authorize Dicot Pharma's Board of Directors at the Annual General Meeting. No compensation is paid for the subscription undertakings entered into.
In addition, the Company has entered into agreements regarding guarantee commitments with Schonfeld Global Master Fund LP, Anavio Capital Partners LLP and Vator Securities on customary terms, which in aggregate amount to approximately SEK 150.3 million, corresponding to approximately 71.6 percent of the Issue. A guarantee commission of on average 11.3 percent if the guaranteed amount is payable in cash, or on average 13.3 percent in the event guarantors elect to receive compensation in the form of units in the Company. Vator Securities holds the requisite authorization to act as underwriter and has entered into separate option agreements with a number of European investors for the transfer of any units that may be allotted within the framework of the aforementioned guarantee.
The above undertakings and guarantees are not secured by bank guarantee, blocked funds, pledges or similar arrangements. Further information regarding the parties that have provided subscription undertakings and guarantee commitments will be included in the prospectus to be published before the start of the subscription period.
Prospectus
The complete terms and conditions and instructions for the Issue, as well as other information about the Company, will be set out in the prospectus to be published before the start of the subscription period. The prospectus and application form will be available on Dicot Pharma's website.
More information
During the presentation of the first-quarter interim report on April 30 at 9:00 a.m. CEST, CEO Elin Trampe will also discuss the Issue and the plans for the phase 2b study. The broadcast will be available at https://www.dicotpharma.com/en/media/films/ and can also be viewed later.
Advisers
Corpura Fondkommission AB is acting as Sole Global Coordinator and Sole Bookrunner in connection with the Issue. Advokatfirman Lindahl KB is acting as legal adviser to the Company.
Important information
The information in this press release does not constitute an offer to acquire, subscribe for or otherwise trade in shares, warrants or other securities in Dicot Pharma. No action has been taken and no action will be taken to permit a public offering in any jurisdiction other than Sweden. An invitation to relevant persons to subscribe for shares in Dicot Pharma will only be made through the prospectus that the Company expects to publish.
The information in this press release may not be released, published or distributed, directly or indirectly, in or into the United States, Australia, Belarus, Hong Kong, Japan, Canada, New Zealand, Russia, Switzerland, Singapore, South Africa or South Korea or any other jurisdiction where such action would be unlawful, subject to legal restrictions or require measures other than those required under Swedish law. Any action in violation of this instruction may constitute a breach of applicable securities laws. This press release does not constitute an offer or invitation to acquire or subscribe for securities in the United States. No shares, subscription rights or other securities issued by the Company (the "Securities") have been or will be registered under the United States Securities Act of 1933 (the "Securities Act") or the securities legislation of any state or other jurisdiction in the United States, and no Securities may be offered, subscribed for, exercised, pledged, sold, resold, delivered or transferred, directly or indirectly, in or into the United States, except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with the securities legislation of the relevant state or other jurisdiction in the United States. The Securities have neither been approved nor registered, and will not be approved or registered, by the U. S. Securities and Exchange Commission, any state securities authority or any other authority in the United States. Nor has any such authority passed upon or endorsed the merits of the offering or the accuracy or reliability of the prospectus. Any representation to the contrary is a criminal offence in the United States.
This press release is not a prospectus within the meaning of Regulation (EU) 2017/1129 (the "Prospectus Regulation") and has not been approved by any regulatory authority in any jurisdiction. In any EEA Member State other than Sweden, this announcement is addressed only to, and directed only at, "qualified investors" in such Member State within the meaning of the Prospectus Regulation.
In the United Kingdom, this document and any other materials in relation to the securities referred to herein are being distributed and directed only 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" (within the meaning of the UK version of Regulation (EU) 2017/1129, which forms part of UK law by virtue of the European Union (Withdrawal) Act 2018) who are (i) persons who have professional experience in matters relating to investments and who fall within the definition of "investment professionals" in Article 19(5) of the UK Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); (ii) "high net worth entities" etc. as referred to in Article 49(2)(a)-(d) of the Order; or (iii) such other persons to whom such investment or investment activity may lawfully be directed under the Order (all such persons together being referred to as "relevant persons"). In the United Kingdom, any investment or investment activity to which this announcement relates is available only to relevant persons 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 document and should not act or rely on it.
Forward-looking statements
This press release contains certain forward-looking information that reflects the Company's current view of future events and financial and operational development. Words such as "intends", "assesses", "expects", "may", "plans", "believes", "estimates" and other expressions that indicate or predict future developments or trends, and that are not based on historical facts, constitute forward-looking information. Forward-looking information is, by its nature, associated with both known and unknown risks and uncertainties, as it depends on future events and circumstances. Forward-looking information does not constitute any guarantee of future results or development, and actual outcomes may differ materially from those expressed in forward-looking information.
For further information, please contact:
Elin Trampe, CEO
Phone: +46 72 502 10 10
E-mail: elin.trampe@dicotpharma.com
About Dicot Pharma AB
Dicot Pharma is developing the drug candidate LIB-01, which will be a potency agent to better treat erectile dysfunction and premature ejaculation. The ambition is to create a drug with significantly longer effect and far fewer side effects, compared to current available drugs. Today, over 500 million men suffer from these sexual dysfunctions and the market is valued at USD 8 billion. Dicot Pharma's business model involves evaluating industrial and financial partnerships during clinical development to bring LIB-01 to commercialization on the world market.
Dicot Pharma is listed on Nasdaq First North and has approximately 16,750 shareholders. FNCA Sweden AB is appointed Certified Adviser. For more information, please visit www.dicotpharma.com.
This is a translation from the Swedish original. In case of differences between versions, the Swedish version prevails.
This information is information that Dicot Pharma AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out above, at 2026-04-28 08:30 CEST.
