Reference is made to the stock exchange announcement published today, 16 December 2024, regarding the successful private placement of 30,202,366 new shares (the “Private Placement”) in Inify Laboratories AB (publ) (“Inify” or the “Company”), where it was announced that the Company will, subject to the publication of a national (Norwegian) prospectus, carry out a subsequent offering of 3,464,300 new shares in the Company with gross proceeds of the NOK equivalent of approximately SEK 15 million (the “Subsequent Offering”).
The Subsequent Offering will be directed pro-rata towards all existing shareholders in the Company, other than the eligible shareholders in the Private Placement, as of 13 December 2024 (as registered in Euronext Securities Oslo or Euroclear, as applicable, on 17 December 2024, who are not resident in a jurisdiction where such offering would be unlawful or would (in jurisdictions other than Norway) require any prospectus, filing, registration or similar action. The shareholders eligible to subscribe for new shares in the Subsequent Offering are expected to be granted non-tradable subscription rights. Oversubscription and subscription without subscription rights will not be permitted.
Key information
Date on which the terms and conditions of the Subsequent Offering were announced: 16 December 2024
Last day of trading including right to receive subscription rights: 13 December 2024
First day of trading exclusive right to receive subscription rights (Ex-date): 16 December 2024
Record Date: 17 December 2024
Date of approval: On or about 23 January 2025
Maximum number of new shares: 3,464,300
Subscription price: NOK 4.50 per share
Will the subscription rights be listed: No
The Subsequent Offering is subject to the publication of a national prospectus by the Company. The subscription period in the Subsequent Offering is expected to commence in the beginning of January 2025.
For further information, please contact CEO, Fredrik Palm, , or visit https://www.inify.com.
This information is published in accordance with the requirements of the Continuing Obligations.
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The future of pathology
Inify Laboratories provides cancer diagnostics through ultramodern laboratory services within pathology. It uses a fully digital, standardized and AI -supported workflow to optimize quality and response times, initially within prostate. The concept is scalable and can be extended to other diagnoses.
The service includes the whole chain of sample handling: from logistics to sample preparation, to reporting by a pathologist. The report is assisted by our own AI, proven in clinical studies to have world-leading accuracy. The complete workflow is supported by a tailor-made process control system.
The company, based in Sweden, became independent in 2022 through a spin-off from ContextVision (https://www.contextvision.com/), with 40 years of experience within digital imaging for medical applications. It is listed on Euronext Growth Oslo under the ticker INIFY.
Important information
The release, announcement or distribution of this press release may, in certain jurisdictions, be subject to restrictions. 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. The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares, subscription rights or other securities in the Company in any jurisdiction. Any invitation to the persons concerned to subscribe for shares in the Subsequent Offering will only be made through the national (Norwegian) prospectus which the Company expects to publish in the beginning of January 2025.
This press release does not identify or suggest, or purport to identify or suggest, the risks (direct or indirect) that may be associated with an investment in new shares. Any investment decision in connection with the Private Placement and Subsequent Offering must be made on the basis of all publicly available information relating to the Company and the Company's shares. Such information has not been independently verified by SpareBank 1 Markets. The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. SpareBank 1 Markets is acting for the Company in connection with the transaction and no one else and will not be responsible to anyone other than the Company for providing the protections afforded to its clients nor for giving advice in relation to the transaction or any other matter referred to herein.
This press release does not constitute a recommendation concerning any investor's option with respect to the Private Placement and Subsequent Offering. Each investor or prospective investor should conduct his, her or its own investigation, analysis and evaluation of the business and data described in this announcement and publicly available information. The price and value of securities can go down as well as up. Past performance is not a guide to future performance.
The information contained in this press release is not intended for, and must not be accessed by, or distributed or disseminated, directly or indirectly, in whole or in part, to persons resident or physically present in the United States of America (including its territories and possessions, any state of the United States and the District of Columbia) (the "United States"), Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa, United Kingdom or any other jurisdiction where such action is wholly or partially subject to legal restrictions, or would require additional prospectuses, registration or other measures than those required by Norwegian law. The information in the press release does not constitute any offer regarding subscription rights, paid subscribed shares or shares in the Company ("Securities") to any person in said jurisdictions. The information in the press release may not be forwarded or reproduced in such a manner that contravenes such restrictions or gives cause to such requirements.
No securities have been or will be registered under the United States Securities Act of 1933, as amended (the "Securities Act") or the securities legislation of any state or other jurisdiction in the United States and may not be offered, subscribed for, exercised, used, pledged, sold, resold, granted, delivered 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 under the Securities Act and in compliance with the securities legislation in the relevant state or any other jurisdiction of the United States.
Within the European Economic Area ("EEA"), no public offering of Securities is made in other countries than Sweden or Norway. In other member states of the EU, such an offering of Securities may only be made in accordance with the Prospectus Regulation (EU) 2017/1129 (the "Prospectus Regulation"). In other member states of the EEA which have implemented the Prospectus Regulation in its national legislation, any offer of Securities may only be made in accordance with an applicable exemption in the Prospectus Regulation and/or in accordance with an applicable exemption under a relevant national implementation measure.
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.
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