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INSIDE INFORMATION: The board of directors of FRISQ Holding AB (publ) ("FRISQ" or the "Company") today resolved to carry out a directed share issue of 15,750,000 shares subject to the approval by an extraordinary general meeting (the "Directed Share Issue"). The subscription price in the Directed Share Issue has been set to SEK 5.00 per share. The Directed Share Issue is fully subscribed and is expected to provide the Company with SEK 78 750 000 before deduction of transaction costs. A notice to the extra general meeting will be published today in a separate press release.
FRISQ’s CEO George Thaw comments: “When I joined FRISQ as CEO in August I was thrilled by all the business opportunities FRISQ has but I also saw the need to strengthen our financial muscles in order to execute all business opportunities. This capital infusion will secure FRISQ’s ability to build up the sales and implementation effort over the next 12 months. The market is more ready than ever for FRISQ’s product, which drives both better health outcomes and patient engagement as well as significantly more efficient health care delivery.”
The board of directors of FRISQ today resolved to carry out the Directed Share Issue of 15,750,000 shares at a subscription price of SEK 5.00 per share. The Directed Share Issue is fully subscribed and is thereby expected to provide the Company with proceeds amounting to SEK 78 750 000 before deduction of transaction costs. Subscribers in the Directed Share Issue are Swedish and international investors including Swedish institutions and existing shareholders. The subscription price is SEK 5.00 which corresponds to the latest quoted price. The subscription price has been set following negotiations on an arms' length basis with the subscribers in the Directed Share Issue, and the board of directors is therefore of the opinion that the subscription price is marketable.
The completion of the Directed Share Issue is conditional upon the approval of the extra general meeting scheduled to be held on 4 November 2020, to which a notice will be published by the Company today in a separate press release.
Through the Directed Share Issue, the number of shares and votes in the Company increases by 15,750,000, from 32,204,773 shares and votes to 47,954,773 and the share capital increases by SEK 787,500.00, from SEK 1,610,238.65 to SEK 2,397,738.65. The Directed Share Issue will entail a dilution of approximately 32.84 percent of the number of shares and votes in the Company following completion of the Directed Share Issue.
The purposes of the Directed Share Issue and the reasons for deviating from the shareholders' preferential rights are that it is considered favourable for the Company and its shareholders to use the opportunity to raise capital to the Company in a time- and cost-efficient manner and at favourable terms and to secure the Company’s ability to achieve its market potential during 2021.
The information in this press release has been published through the agency of the below contact persons at the time stated by Frisq Holding AB's (publ) news distributor Cision at publication of this press release. The below persons can also be contacted for further information.
For further information, please contact:
George Thaw, CEO, FRISQ
Mats Lindstrand, chairman, FRISQ
The healthtech company FRISQ develops globally scalable digital solutions for interactive communication between different actors in the care chain. FRISQ has been listed on Nasdaq First North Stockholm since 2016 under the short name "FRISQ".
FNCA Sweden AB is FRISQ's Certified Adviser and can be reached at:
+46 (0) 8 528 00 399, firstname.lastname@example.org
The publication is a translation of the original Swedish text. In the event of inconsistency or discrepancy between the Swedish version and this publication, the Swedish language version shall prevail.
For additional information, please visit www.frisqholding.se.
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. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in FRISQ in any jurisdiction, neither from FRISQ nor from someone else.
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 "Securities Act"), and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States. The information in this press release may not be announced, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, within or into Australia, Hong Kong, Japan, Canada, New Zealand, Singapore, South Africa, the United States or in any other jurisdiction where such announcement, publication or distribution of the information would not comply with applicable laws and regulations or where such actions are subject to legal restrictions or would require additional registration or other measures than what is required under Swedish law. Actions taken in violation of this instruction may constitute a crime against applicable securities laws and regulations.
This announcement is not a prospectus for the purposes of Regulation (EU) 2017/1129 (the "Prospectus Regulation") and has not been approved by any regulatory authority in any jurisdiction. No prospectus has or will be prepared due to the Directed Share Issue.
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, "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.
This press release contains forward-looking statements that reflect the Company's intentions, beliefs, or current expectations about and targets for the Company's and the Group's future results of operations, financial condition, liquidity, performance, prospects, anticipated growth, strategies and opportunities and the markets in which the Company and the Group operates. Forward-looking statements are statements that are not historical facts and may be identified by words such as "believe", "expect", "anticipate", "intend", "may", "plan", "estimate", "will", "should", "could", "aim" or "might", or, in each case, their negative, or similar expressions. The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurances that they will materialise or prove to be correct. Because these statements are based on assumptions or estimates and are subject to risks and uncertainties, the actual results or outcome could differ materially from those set out in the forward-looking statements as a result of many factors. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The Company does not guarantee that the assumptions underlying the forward-looking statements in this press release are free from errors and readers of this press release should not place undue reliance on the forward-looking statements in this press release. The information, opinions and forward-looking statements that are expressly or implicitly contained herein speak only as of its date and are subject to change without notice. Neither the Company nor anyone else undertake to review, update, confirm or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this press release, unless it is not required by law or Nasdaq First North Growth Market rule book for issuers.