April 15, 2019
Announcement no. 5
Grant of warrants
Today, and in accordance with the company's Remuneration policy and guidelines for incentive-based remuneration and the authorization in section 18 of the Articles of Association, the Board of Directors of BioPorto A/S ("BioPorto") (Nasdaq: BIOPOR) has decided to exercise part of its authorization by issuing 5,100,000 new warrants to BioPorto’s management and certain employees of the group.
The issuance of new warrants will support the company's long-term goals and establish a performance-based remuneration reflecting the company's and its shareholders' interests.
Each warrant grants the holder the right to subscribe for one share in the company. The exercise price is fixed at DKK 3.92 per share. Warrants will be exercisable from April 16, 2021 – April 15, 2024. Within the exercise period, warrants can be exercised within ordinary trading windows.
The program includes conditions on claw-back in case of erroneous financial information and on accelerated vesting in case of e.g. a takeover bid, resolution and business transfer.
Detailed terms of the warrants are to be found in the Articles of Association on www.bioporto.com under Investor Relations> Governance> Company Articles.
The total number of shares granted, and that the warrant holders will be able to subscribe upon exercise of the warrants, is 5,100,000. The theoretical market value of the allocations of warrants amounts to DKK 5.150,617. The calculation is based on the Black-Scholes formula using an interest rate of -0.604% and the historical volatility of BioPorto A/S' shares of 24 months calculated to 47.32%.
After this grant of warrants the total number of outstanding warrants is 15,032,500 as shown in the table below:
| 2016 program | 2017 program | Jun 2018 program | Aug 2018 program | Dec 2018 program | Apr 2019 program | Total | |
| Number of warrants | |||||||
| Granted | 6,368,696 | 4,350,000 | 900,000 | 4,100,000 | 2,500,000 | 5,100,000 | 23,318,696 |
| Cancelled | 3,936,196 | 4,350,000 | 0 | 0 | 0 | 0 | 8,286,196 |
| Outstanding | 2,432,500 | 0 | 900,000 | 4,100,000 | 2,500,000 | 5,100,000 | 15,032,500 |
| Specified as follows | |||||||
| Corporate Management | 910,000 | 0 | 900,000 | 3,700,000 | 2,500,000 | 5,100,000 | 13,110,000 |
| Other employees | 1,522,500 | 0 | 0 | 400,000 | 0 | 0 | 1,922,500 |
| Total | 2,432,500 | 0 | 900,000 | 4,100,000 | 2,500,000 | 5,100,000 | 15,032,500 |
For further information, please contact:
Thomas Magnussen, Chairman of the Board
Ole Larsen, CFO
Telephone +45 4529 0000, e-mail investor@bioporto.com
About BioPorto
BioPorto is an in-vitro diagnostics company that provides healthcare professionals in clinical and research settings a range of diagnostic tests and antibodies. BioPorto has its headquarters in Hellerup, Denmark and is listed on the NASDAQ Copenhagen stock exchange.
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