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XVIVO Perfusion intends to undertake a private placement of shares
NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, SOUTH AFRICA, JAPAN, HONG KONG SWITZERLAND, SINGAPORE OR NEW ZEELAND OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL
XVIVO Perfusion AB (publ) (“XVIVO Perfusion” or the “Company”) announces its intention to undertake a private placement of shares.
XVIVO Perfusion intends to offer up to 2,361,408 new shares in a private placement (the “Private Placement”). The possible Private Placement is directed to institutional Swedish and international investors and is, inter alia, subject to the board of directors of XVIVO Perfusion (the “Board”) resolving to issue new shares following the completion of the Private Placement accelerated book building process that will be carried out by Pareto Securities AB (“Pareto Securities”). Any such resolution by the Board will be subject to subsequent approval by an extraordinary general meeting.
The subscription price for the shares in the Private Placement will be determined in the book building process. The book building process will begin no earlier than 18:45 (CET) on March 16, 2017, and end before the commencement of trading on Nasdaq Stockholm on March 17, 2017. The minimum order will be set at the number of shares corresponding to EUR 100,000. The book building process for the Private Placement may close earlier or later at the discretion of the Company and the Company can choose to cancel the book building in its sole discretion for any reasons and at any time.
The rationale for carrying out the Private Placement is to accelerate the Company´s clinical product development projects, primarily the heart transplant project, with the aim of market registration globally. The board of directors of XVIVO Perfusion assesses that the proceeds from a fully subscribed Private Placement will be sufficient to finance the heart transplant project until market launch.
The reason for deviating from the shareholders’ preferential rights by conducting a directed new share issue is to broaden the shareholder base and that a directed share issue means lower costs and a faster process which collectively and with sufficient strength indicate that it is in the Company’s and the shareholders’ interest that the issue is made with deviation from the shareholders’ preferential rights.
Pareto Securities has been appointed as sole bookrunner and lead manager in connection with the Private Placement.
Gothenburg March 16, 2017
Magnus Nilsson, CEO
XVIVO Perfusion AB (publ)
The release, announcement or distribution of this press release may, in certain jurisdictions, be subject to restrictions. The recipient of this press release is responsible for using the information in this press release in accordance with applicable law in each jurisdiction. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in the Company in any jurisdiction.
This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the US Securities Act of 1933, as amended. The information in this press release may not be announced, published or distributed, directly or indirectly, to the United States, Canada, Australia, New Zealand, Singapore, South Africa, Switzerland, Japan or Hong Kong or in any other jurisdiction where the announcement, publication or distribution of the information would not comply with applicable laws and regulations.
This press release is not a prospectus for the purposes of Directive 2003/71/EC as amended through Directive 2010/73/EU. The Company has not authorized any offer to the public of shares or rights in any member state of the EEA and no prospectus or other offering document has been or will be prepared in connection with the directed share issue.
For further information please contact:
Christoffer Rosenblad, CFO, +1 720 616 2101, firstname.lastname@example.org
Magnus Nilsson, CEO, +46 31 788 2150, email@example.com
For further information on XVIVO Perfusion’s business, please refer to the company’s website, www.xvivoperfusion.com
This information is information that Xvivo Perfusion AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 18:45 pm CET on March 16, 2017.
This is a translation of the Swedish version of the press release. When in doubt, the Swedish wording prevails.