NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES, AUSTRALIA, JAPAN, CANADA, NEW ZEALAND, SOUTH AFRICA, HONG KONG, SWITZERLAND, SINGAPORE, SOUTH KOREA, RUSSIA, BELARUS OR IN ANY OTHER JURISDICTION WHERE THE RELEASE, DISTRIBUTION OR PUBLICATION OF THIS PRESS RELEASE WOULD BE UNLAWFUL OR REQUIRE ADDITIONAL REGISTRATION OR OTHER MEASURES BEYOND THOSE REQUIRED BY SWEDISH LAW. PLEASE SEE "IMPORTANT INFORMATION" AT THE END OF THIS PRESS RELEASE.
On 15 September 2026, the exercise period for warrants of series TO6 ("TO6") in Prostatype Genomics AB ("Prostatype" or the "Company") ended. The total exercise rate amounts to approximately 98.3 percent, meaning that the top-down underwriting is activated with approximately 1.7 percent, providing the Company with a total of approximately SEK 12.5 million before deduction of transaction-related costs. In order to fulfil the agreement regarding the underwriting commitment, the Board of Directors of Prostatype Genomics has resolved on a directed issue of shares to the underwriter (the "Directed Share Issue").
In July 2026, Prostatype Genomics carried out a rights issue of units and a directed issue, through which a total of 125,225,546 TO6 were issued. Each TO6 entitled the holder to subscribe for one new share in Prostatype Genomics at an exercise price of SEK 0.10 during the exercise period, which ran from 1 September 2026 up to and including 15 September 2026.
A total of 123,069,257 TO6 were exercised for subscription of new shares, corresponding to approximately SEK 12.3 million, resulting in an exercise rate of approximately 98.3 percent. The top-down underwriting will consequently be activated for approximately SEK 0.2 million, corresponding to approximately 1.7 percent of the total number of TO6. The Company will thus receive a total of approximately SEK 12.5 million before transaction-related costs.
Through the exercise of TO6 and the Directed Share Issue, which includes both the activated top-down underwriting and the compensation to the underwriter in the form of shares, the number of shares in Prostatype Genomics will increase by 131,225,546 shares to a total of 691,317,051 shares, and the share capital will increase by a total of SEK 13,122,554.60 to SEK 69,131,705.10. The dilution amounts to a total of approximately 19 percent of the share capital and votes.
The conversion from interim shares to shares is expected to take place as soon as the registration with the Swedish Companies Registration Office (Bolagsverket) has been completed, which is expected to occur around week 40. The new shares are expected to be visible in the subscribers' custody accounts approximately two business days after the conversion.
The Directed Share Issue
The Board of Directors has today, based on the authorization granted by the annual general meeting on 22 June 2026, resolved on the Directed Share Issue of a total of 8,156,289 shares to Vator Securities AB. The subscription price in the Directed Share Issue is SEK 0.10 per share, corresponding to the exercise price for TO6.
In accordance with the information announced by the Company on 31 August 2026, a top-down underwriting commitment of approximately SEK 6 million, corresponding to approximately 48 percent of TO6, was entered into to secure part of the subscription of TO6. As the exercise rate amounted to approximately 98.3 percent, the top-down underwriting will be activated for approximately SEK 0.2 million, corresponding to approximately 1.7 percent of the total number of TO6. In accordance with the terms of the underwriting agreements, the underwriter is entitled to compensation of 2 percent in cash and 10 percent in the form of shares (on the same terms as for TO6) for the underwriting commitments. The Directed Share Issue thus comprises two components: the shares that the underwriter subscribes for in order to fulfil the underwriting commitment in respect of the remaining approximately 1.7 percent of TO6, and the shares constituting compensation to the underwriter for the underwriting commitments.
The underwriting commitment was obtained from Vator Securities AB as the Company wished to secure a certain exercise rate of TO6, and thereby also secure the proceeds now received by the Company. These proceeds from the exercise of TO6 are of value for the Company's liquidity and financial position. The Board of Directors assesses that raising corresponding proceeds through a rights issue, under prevailing market conditions, would entail higher costs and constitute a less favourable alternative for the Company. Against this background, the Board of Directors' overall assessment is that the reasons for entering into the underwriting commitment, and carrying out the Directed Share Issue with deviation from the shareholders' pre-emptive rights, are in the interest of the Company and all shareholders.
The subscription price in the Directed Share Issue has been determined based on negotiations between the underwriter and the Company, in consultation with the financial advisors and through an analysis of several market factors. The Board of Directors of the Company therefore considers that the subscription price has been determined on market terms and correctly reflects prevailing market conditions and demand. The subscription price in the Directed Share Issue also corresponds to the exercise price for TO6.
Advisors
Navia Corporate Finance AB and Birchtree Advisory AB are financial advisors in connection with TO6 and the Directed Share Issue. Advokatfirman Lindahl is the legal advisor. Vator Securities AB is the issuing agent.
For more information about the transaction, please contact:
Navia Corporate Finance AB
E-mail: info@naviacf.se
Website: www.naviacorporatefinance.com
or
Birchtree Advisory AB
E-mail: jonas.bjorkman@birchtreeadvisory.se
Website: www.birchtreeadvisory.se
For more information about the Company, please contact:
Fredrik Rickman, CEO Prostatype Genomics AB
Telephone: +46 (0) 73 049 77 01
E-mail: fredrik.rickman@prostatypegenomics.com
Certified Adviser
Tapper Partners AB
Telephone: +46 (0) 70 44 010 98
E-mail: ca@tapperpartners.se
About Prostatype Genomics
Prostatype® is a genetic test that is available to patients and treating urologists as a complementary decision basis for the question of treatment or non-treatment of prostate cancer. The test was developed by a research group at Karolinska Institutet and is provided by Prostatype Genomics AB.
Important information
The information in this press release does not contain or constitute an offer to acquire, subscribe for, or otherwise trade in shares, warrants, or other securities in Prostatype Genomics. No action has been taken, and no action will be taken, to permit an offer to the public in any jurisdiction other than Sweden. The invitation to interested persons to subscribe for shares in Prostatype Genomics has only been made through the information memorandum published by the Company on its website.
The information in this press release may not be released, published, or distributed, directly or indirectly, in or into the United States, Belarus, Russia, Australia, Hong Kong, Japan, Canada, New Zealand, Switzerland, Singapore, South Africa, or any other jurisdiction where such action would be unlawful, subject to legal restrictions, or require measures other than those required under Swedish law. Actions in violation of these restrictions may constitute a violation of applicable securities laws. No shares or other securities in Prostatype Genomics have been registered, and no shares or other securities will be registered, under the United States Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any state or other jurisdiction in the United States, and may not be offered, sold, or otherwise 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 laws of the relevant state or other jurisdiction in the United States. This press release is distributed and directed only to persons in the United Kingdom who are (i) investment professionals within the meaning of 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 press release may lawfully be communicated, falling within Article 49(2)(a)-(d) of the Order (all such persons together being referred to as "Relevant Persons"). Persons who are not Relevant Persons must not act on or rely on the information contained in this press release. Any investment or investment activity to which this press release relates is available only to Relevant Persons and will only be engaged in with Relevant Persons. Persons distributing this communication must satisfy themselves that such distribution is lawful.
Forward-looking statements
This press release contains forward-looking statements concerning the Company's intentions, assessments, or expectations regarding the Company's future results, financial position, liquidity, development, prospects, expected growth, strategies, and opportunities, as well as the markets in which the Company operates. Forward-looking statements are statements that do not relate to historical facts and may be identified by the use of terms such as "believes," "expects," "anticipates," "intends," "estimates," "will," "may," "assumes," "should," "could," and, in each case, their negative forms, or similar expressions. The forward-looking statements in this press release are based on various assumptions, many of which are in turn based on further assumptions. Although the Company believes that the assumptions reflected in these forward-looking statements are reasonable, there can be no assurance that they will materialize or prove to be correct. Because these assumptions are based on assumptions or estimates and are subject to risks and uncertainties, actual results or outcomes may differ materially from those expressed in the forward-looking statements for a variety of reasons.
Such risks, uncertainties, unforeseen events, and other significant factors may cause actual events to differ materially from the expectations expressed or implied in this press release through the forward-looking statements. The Company does not guarantee that the assumptions underlying the forward-looking statements in this press release are correct, and readers of this press release should not place undue reliance on the forward-looking statements contained herein. The information, opinions, and forward-looking statements expressed or implied in this press release speak only as of the date of this press release and are subject to change. Neither the Company nor any other party undertakes to review, update, confirm, or publicly announce any revision to any forward-looking statement to reflect events that occur or circumstances that arise in relation to the contents of this press release, except as required by law or the Nasdaq First North Growth Market Rulebook for Issuers.
