Uppsala, Sweden, June 9, 2026. Dicot Pharma AB announced on June 4, 2026, the preliminary outcome of the rights issue of units of approximately SEK 210 million (the "Rights Issue"). Today, the company publishes the final outcome, which shows that approximately 134 percent of the Rights Issue has been subscribed with and without the support of unit rights, corresponding to 207 242 556 units. Accordingly, no guarantee commitments will be utilized. As the Rights Issue was oversubscribed, the Board of Directors has, pursuant to an authorization, resolved on a directed issue of 15,456,480 units corresponding to approximately SEK 21 million, in order to accommodate the excess demand (the "Directed Issue"). As a result, the company receives total proceeds of approximately SEK 231 million before transaction costs. Furthermore, the Board of Directors has, in accordance with the guarantee agreements entered into in connection with the Rights Issue, resolved on a directed issue of 12,397,054 units as compensation to guarantors in the Rights Issue (the "Guarantee Issue").
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"We are very pleased with the strong interest in the rights issue, from both existing shareholders and new investors. The results show great confidence in Dicot Pharma and our drug development. With this excellent outcome, we can now continue the development of the erectile dysfunction drug candidate LIB-01 at full pace, with a phase 2b study planned to start in the second half of 2026. We look ahead with a positive outlook and will safeguard the trust placed in us with the utmost care ", says Elin Trampe, CEO of Dicot Pharma.
Final outcome in the Rights Issue and expansion of the offering
The Rights Issue comprised a maximum of 154,564,807 units, where each unit consisted of eight newly issued shares and two warrants of series TO 7. The subscription price amounted to SEK 1.36 per unit, corresponding to SEK 0.17 per share. The warrants are issued free of charge.
In total, 207,242,556 units were subscribed with and without the support of unit rights, corresponding to approximately 134 percent of the Rights Issue. Of these, 134,251,191 units were subscribed with the support of unit rights, corresponding to approximately 87 percent of the Rights Issue, and subscription applications for 72,991,365 units, corresponding to approximately 47 percent of the Rights Issue, were received for subscription without the support of unit rights. The Rights Issue was thus subscribed above the guaranteed level and no guarantee commitments will be utilized. The total subscription thus amounts to 207,242,556 units, corresponding to approximately 134 percent of the Rights Issue. Through the Rights Issue, the number of shares in the company increases by 1,236,518,456. Upon full exercise of all warrants of series TO 7 issued through the Rights Issue, a further 309,129,614 new shares will be issued.
In light of the Rights Issue being oversubscribed, the Board of Directors has, pursuant to an authorization, resolved on the Directed Issue of 15,456,480 units in order to accommodate the excess demand in the Rights Issue. The subscription price corresponds to the subscription price in the Rights Issue and the Board of Directors therefore considers that the subscription price and other terms and conditions are market-based. In total, 15,456,480 units are subscribed, corresponding to 123,651,840 shares and 30,912,960 warrants of series TO 7. The Directed Issue means that the company receives an additional approximately SEK 21 million before transaction costs.
Allotment in the Directed Issue has been made in accordance with the principles for allotment of units subscribed without the support of unit rights in the Rights Issue, whereby the right to subscribe for units in the Directed Issue has accrued to subscribers who did not receive full allotment in the Rights Issue. The reason for the deviation from the shareholders' pre-emptive right is to meet the strong interest from shareholders and other investors who applied for subscription without the support of pre-emptive rights in the Rights Issue and to strengthen the company's financial position by adding further capital. The additional capital contribution will be used primarily for preparations ahead of Phase 3. Against this background, the Board of Directors considers that it is in the interest of both the company and the shareholders to carry out the Directed Issue.
Through the Rights Issue and the Directed Issue, the company will receive total proceeds of approximately SEK 231 million before transaction costs. Following set-off of claims relating to guarantee compensation of approximately SEK 17 million and deduction of cash transaction costs of approximately SEK 15 million, the company is expected to receive net proceeds of approximately SEK 216 million.
Guarantee compensation
As previously communicated, the guarantors in the Rights Issue, in accordance with the guarantee agreements entered into, had the option to choose guarantee compensation either as cash compensation or as compensation in the form of units. For guarantee commitments entered into, cash compensation of on average 11.3 percent of the guaranteed amount is paid, or alternatively compensation in the form of units of on average 13.3 percent. No compensation is paid for subscription commitments entered into.
The Board of Directors of the company has today, pursuant to an authorization, resolved on the Guarantee Issue of 12,397,054 units as guarantee compensation to the guarantors in the Rights Issue who have chosen compensation in the form of units. The subscription price corresponds to the subscription price in the Rights Issue and the Board of Directors accordingly considers that the subscription price and other terms and conditions of the Guarantee Issue are market-based. In total, 12,397,054 units are subscribed, corresponding to 99,176,432 shares and 24,794,108 warrants of series TO 7. All units in the Guarantee Issue have been subscribed and allotted, and the Board of Directors has resolved that payment shall be made through set-off of the guarantors' claims against the company. This entails a set-off of claims totaling approximately SEK 17 million. The remaining guarantee compensation of approximately SEK 3 million is paid in cash.
The reason for the deviation from the shareholders' pre-emptive right is to fulfil the company's obligations towards the guarantors in the Rights Issue pursuant to the guarantee agreements entered into. The Board of Directors also considers it to be advantageous for the company's financial position and in the interest of the shareholders to take advantage of the opportunity to pay the guarantee compensation in the form of units instead of a cash payment, as it frees up funds that strengthen the company's working capital and allows the company to use a larger portion of the issue proceeds from the Rights Issue in the manner described in the EU follow-up prospectus published on May 19, 2026.
Warrants of series TO 7
Each warrant of series TO 7 entitles the holder to subscribe for one new share in the company during the period from May 10, 2027, to May 24, 2027, at an exercise price corresponding to 70 percent of the volume-weighted average price of the company's share during a measurement period falling between April 20, 2027, - May 4, 2027. The exercise price shall, however, be set within the range of 100-150 percent of the subscription price in the Rights Issue, i.e., a minimum of SEK 0.17 and a maximum of SEK 0.25 per share. Upon full exercise of all warrants of series TO 7 issued through the Rights Issue, the Directed Issue and the Guarantee Issue, the company will receive a further maximum of approximately SEK 91 million before deduction of transaction costs.
Number of shares and share capital
Through the Rights Issue, the Directed Issue and the Guarantee Issue, the number of shares in the company increases by a total of 1,459,346,728 shares, from 2,009,342,502 shares to 3,468,689,230 shares, and the share capital increases by SEK 10,215,427.096 from SEK 14,065,397.514 to SEK 24,280,824.610. This corresponds to a dilution effect of approximately 42.1 percent of the total number of shares and votes in the company.
Upon full exercise of all warrants of series TO 7 issued through the Rights Issue, the Directed Issue and the Guarantee Issue, the number of shares will increase by a further 364,836,682 shares and the share capital will increase by a further SEK 2,553,856.774. This corresponds to an additional dilution effect of approximately 9.5 percent of the total number of shares and votes in the company. The total dilution effect from the Rights Issue, the Directed Issue, the Guarantee Issue and upon full exercise of all warrants of series TO 7 thus amounts to a maximum of approximately 47.6 percent.
Allotment notification
Those who have subscribed for units without the support of unit rights in the Rights Issue will be allotted units in accordance with the principles set out in the EU follow-up prospectus published by the company on May 19, 2026 (the "Prospectus"). Notification of allotment to those who have subscribed for units without the support of unit rights is expected to be distributed on or around June 10, 2026, and will be in the form of a contract note. Investors who have subscribed through a nominee will receive notification of allotment in accordance with the respective nominee's procedures. Only those who are allotted units will be notified.
Advisers
Corpura Fondkommission AB has acted as Sole Global Coordinator and Sole Bookrunner in connection with the Rights Issue. Advokatfirman Lindahl KB has acted 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.
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.
