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Iconovo AB (”Iconovo” or the ”Company”) has mandated Danske Bank A/S, Danmark, Sverige Filial (“Danske Bank”) to evaluate the conditions to carry out a directed new share issue of approximately SEK 50 million (the ”New Share Issue”). The subscription price and the total number of new shares in the New Share Issue will be determined through an accelerated bookbuilding procedure (the “Bookbuilding”) targeting institutional investors. Several current shareholders, among others Eiffel Investment Group (“Eiffel”), have expressed strong support for the New Share Issue and intends to participate in the New Share Issue with significant amounts. Due to the New Share Issue, the Board of Directors has resolved to bring forward the publication of the Company’s year-end report for the financial year 2022. The year-end report will be published directly after this press release.
Iconovo intends to use the proceeds from the New Share Issue for accelerating and value-creational development and initiatives connected to the Company’s long-term strategy. During 2022, the Company has continued to invest in the value chain of its product platforms ICOpre, ICOone and ICOcap in order to attract more business and take advantage of strategic opportunities. The commercial potential in ICOres is evidenced through the ongoing collaboration with Amneal that is expected to result in a European regulatory filing in 2024. In January 2023, Iconovo announced that discussions with an international complex generics company is ongoing regarding a collaboration involving ICOpre. In addition to licensing its products to international partners, Iconovo is aiming to launch Iconovo Pharma, a subsidiary focusing on selling and distributing pharmaceuticals in the Nordic region.
Against this background, the Company intends to use the proceeds from the New Share Issue to enable the following growth and value-adding activities:
· ICOpre (generic asthma/COPD) – negotiate agreement and complete development and regulatory work for all five product formulations in ICOpre, ~30 percent
· ICOcap (generic Ultibro) – move the project forward including the first PK trial, seeking partnership for Europe with a launch opportunity in 2025, ~30 percent
· Iconovo Pharma – scaling up and readiness for first licenced product launches in 2024, ~20 percent
· ICOone – leveraging the opportunity to become the global leader within nasal inhalation, ~20 percent
The Bookbuilding will commence immediately following this announcement. Pricing and allocation of the new shares are expected to take place before the commencement of trading on Nasdaq First North Growth Market Stockholm at 09:00 CET on 9 February 2023. The Board of Directors may decide to extend or shorten the application period and can at any moment decide to terminate the Bookbuilding and thus refrain from carrying out the New Share Issue. Iconovo will announce the outcome of the New Share Issue in a subsequent press release after completion of the Bookbuilding.
The New Share Issue is, among other things, subject to resolution by the Board of Directors of Iconovo, pursuant to the authorisation given by the Annual General Meeting on 17 May 2022, to issue new shares following close of the Bookbuilding.
Several current shareholders, among others Eiffel, have expressed strong support for the New Share Issue and intend to participate in the New Share Issue with significant amounts. Eiffel’s investment in the New Share Issue is intended to be made through a fund that is not previously a shareholder in Iconovo. In connection with the New Share Issue, Eiffel’s intention is also that two funds that are currently shareholders in Iconovo will divest a total of 200,000 shares in Iconovo at a price per share corresponding to the subscription price in the New Share Issue. The Company’s Chairman, Gunnar Gårdemyr, the Company’s largest shareholder, Mats Johansson, and the Company’s CEO Johan Wäborg have indicated interest in acquiring existing shares from Eiffel in that transaction. Eiffel’s intention is to have increased its overall ownership in the Company after the New Share Issue and the planned sale of shares.
The Board of Directors of the Company deems, after an overall assessment and careful consideration, that a new share issue with deviation from the shareholders’ preferential rights is a better alternative for the Company and the Company’s shareholders than a rights issue and that objectively it is in the best interest of both the Company and its shareholders to carry out the New Share Issue. The Board of Directors’ assessment is based on the fact that a directed new share issue enables the Company to raise capital quickly and cost efficiently. Raising capital quickly provides flexibility for potential investment possibilities in the short term, contributes to reduced exposure to price fluctuations on the capital market as well as provides the opportunity to benefit from the current interest in the Company’s share among institutional investors. The cost of carrying out a directed new share issue is deemed to be lower than in a rights issue where, among other things, significant underwriting commitments from an underwriting syndicate would possibly have to be procured. In addition, the Board of Directors has a positive view on an increased shareholding in the Company among institutional investors. The Board of Director’s overall assessment is thus that the reasons for carrying out the New Share Issue outweigh the reasons that justify the main rule that new issues shall be carried out with preferential rights for the shareholders. To ensure that the subscription price is established on market terms, the Board of Directors has resolved to carry out the Bookbuilding and it is therefore the Board of Directors’ assessment that the subscription price will reflect prevailing demand and market conditions.
In connection with the New Share Issue, the Company has, subject to customary exceptions, agreed not to issue further shares for a period of 180 calendar days from the settlement date of the New Share Issue. In addition, the Company’s Board of Directors that own shares, as well as the Company’s CEO and CFO, have, subject to customary exceptions, agreed not to sell any shares in the Company during the same period.
Bringing forward the publication of the year-end report for the financial year 2022
Due to the New Share Issue, the Board of Directors of Iconovo has resolved that the Company’s year-end report for the financial year 2022 will be published immediately after this press release instead of 17 February 2023, as previously communicated.
In connection with the New Share Issue, the Company has retained Danske Bank as Sole Global Coordinator and Bookrunner and Setterwalls Advokatbyrå AB as legal adviser. Advokatfirman Schjødt is legal advisor to Danske Bank.
For further information, please contact:
Johan Wäborg, CEO
Tel: +46 707 78 51 71