Announcement from Acarix's extra general meeting
The extra general meeting of Acarix AB ("Acarix" or the "Company") was held today on 11 August 2020 and the following resolutions were passed by the meeting.
Approval of rights issue
The extra general meeting resolved, in accordance with the board of directors' proposal, to approve the preferential rights issue of a maximum of 86,156,738 shares which had previously been resolved upon by the board of directors. Through the rights issue, the Company's share capital may increase by a maximum of SEK 861,567.38, from SEK 516,940.43 to SEK 1,378,507.81, and the number of shares and votes may increase from 51,694,043 shares and votes to a maximum of 137,850,781 shares and votes. The subscription price for the shares is SEK 0.65 per share. The rights issue provides the Company with proceeds amounting to a maximum of SEK 56 001 879.70 before transaction costs if all shares are subscribed for. Subscription of shares with subscription rights shall be made during the period from 21 August 2020 up to and including 4 September 2020 and paid in cash.
Shareholders not participating in the preferential rights issue will be diluted by approximately 62.50 percent of the shares and votes following the preferential rights issue.
Further information about the preferential rights issue will be available in the prospectus to be published following the Swedish Financial Supervisory Authority’s approval.
Incentive program
At the annual general meeting on 14 May 2020, it was resolved that an incentive program of a maximum of 2,500,000 warrants was implemented. Due to the rights issues above, the board of directors has decided that the warrants issued in accordance with the annual general meeting's resolution will not be offered for subscription or acquisition and has instead proposed that a new incentive program is implemented..
The extra general meeting resolved, in accordance with the board of directors' proposal, to issue 3,000,000 warrants and to approve subsequent transfers of the warrants. If all issued warrants are exercised the share capital of the Company will increase with SEK 30,000.
The warrants shall be subscribed for by senior executives, employees and key persons in the Company and company group and the subsidiary Acarix Incentives AB, with the right and obligation to, at one or several occasions, transfer the warrants to senior executives, employees and key persons, who are or will become employed by the Company or within the company group, at a price that is not less than the fair market value of the warrant according to the Black & Scholes valuation model and otherwise on the same terms as in the issuance.
The subscription price per share shall be determined to 130 percent of the volume weighted average price at Nasdaq First North Premier Growth Market during the period from 7 September 2020 up to and including 18 September 2020.
The warrants may be exercised for subscription of shares during the period from 1 August 2023 up to and including 1 October 2023.
The maximum dilution effect of the incentive program amounts to a maximum of approximately 5.49 percent of the total number of shares and votes in the Company, assuming full subscription, acquisition and exercise of all offered warrants.
For further details regarding the resolutions set out above refer to the notice and the complete proposals available at the Company's website, www.acarix.com.
For further information, please contact:
Per Persson, CEO, E-mail: per.persson@acarix.com, Phone: +46 73 600 59 90
The information was released for public disclosure, through the agency of the contact person above, on 11 August 2020 at 11.00 CET.
About Acarix:
Acarix was established in 2009 and is listed on Nasdaq First North Premier Growth Market (ticker: ACARIX). Acarix’s CADScor®System uses an advanced sensor placed on the skin above the heart to listen to the sounds of cardiac contraction movement and turbulent flow. It has been designed to be an all-in-one system in the sense that the heart signal will be recorded, processed, and displayed as a patient specific score, the CAD-score, on the device screen. Readout is obtained in less than 10 minutes. Safe and suitable for use in both out- and inpatient settings, the CADScor®System thus has the potential to play a major role in patient triage, avoiding the need for many patients to undergo stressful invasive diagnostic procedures. Wildeco Ekonomisk Information AB (+46 8 545 271 00, info@wildeco.se) is Certified Adviser to Acarix. For more information please visit www.acarix.com.
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