Summary of the terms
| Terms: | Two (2) warrants of series TO 3 entitle the holder to subscribe for one (1) new share in Diamyd Medical, where TO 3 A grants the right to subscribe for A shares, and TO 3 B grants the right to subscribe for B shares. |
| Issue volume: | There are a total of 9,165,682 outstanding warrants of series TO 3, of which 185,407 are TO 3 A and 8,980,275 are TO 3 B. Upon full exercise, Diamyd Medical will receive issue proceeds of approximately SEK 50.4 million before related issue costs. |
| Subscription price: | SEK 11.00 per share. |
Preliminary timeline for the exercise of TO 3
| September 2, 2024 – September 30, 2024 | Exercise period |
| Until and including September 25, 2024 | Trading in TO 3 B |
| October 2, 2024 | Announcement of the final outcome |
| October 11, 2024 | Record date for the conversion of IA to common shares |
| October 15, 2024 | New shares expected to be available in VP accounts and custody accounts |
How to exercise your warrants of series TO 3
Exercise of warrants
The exercise period for Diamyd Medical's warrants of series TO 3 runs from and including September 2, 2024, to and including September 30, 2024. Two (2) warrants entitle the holder to subscribe for one (1) new share in Diamyd Medical at a subscription price of SEK 11.00, where TO 3 A entitles the holder to subscribe for A shares and TO 3 B entitles the holder to subscribe for B shares.
Directly registered holders of warrants (VP account)
Directly registered holders of warrants must apply to exercise their warrants by filling in and submitting a subscription form for the exercise, ensuring that it is received by the issuer agent Aqurat no later than 15:00 CET on September 30, 2024. Please note that payment for the new shares must also be received by Aqurat no later than September 30, 2024, in accordance with the instructions on the subscription form.
The subscription form is available on Diamyd Medical's website www.diamyd.com, on Aqurat's website www.aqurat.se, and on G&W Fondkommission's website www.gwkapital.se. Directly registered holders will also receive a letter from the CEO with information on the exercise of the warrants, and the subscription form by mail.
Nominee-registered holders of warrants (Custody account)
Nominee-registered holders of warrants must apply to exercise their warrants by contacting their bank/nominee and following the bank’s/nominee’s instructions regarding payment, etc. This should be done well in advance of September 30, 2024, as different banks/nominees have different processing times. Nominee-registered holders will receive a letter from the CEO with information on the exercise of the warrants by mail.
Trading in TO 3 B
Holders who do not wish to exercise their warrants are recommended to sell them. TO 3 B can be traded up to and including September 25, 2024. Note that after the exercise period ends on September 30, 2024, any unexercised or unsold warrants will become invalid and expire without value.
Final outcome
The final outcome of the exercise of warrants series TO 3 is expected to be announced around October 2, 2024.
Delivery of new shares
The new shares will be delivered to subscribers' accounts as interim shares (Diamyd Medical IA), which will then be converted into common shares and listed for trading as soon as the issue has been registered with the Swedish Companies Registration Office and Euroclear, which is expected to be completed around October 15, 2024.
To ensure that your warrants do not expire worthless, you must actively subscribe for shares at the latest by September 30, 2024, or alternatively sell your warrants at the latest by September 25, 2024.
Declarations of intent in connection with the warrant exercise
Chairman of the Board and major shareholder Anders Essen-Möller, Vice Chairman of the Board Erik Nerpin, CEO Ulf Hannelius, and CFO Anna Styrud have announced their intention to exercise all of their held warrants of series TO 3, totaling approximately SEK 5.1 million. Anders Essen-Möller has sold Diamyd Medical shares equaling SEK 871 320 to finance the exercise of all his held warrants of series TO 3, a total of 823 587 warrants equaling SEK 4.5 million. Ulf Hannelius has sold Diamyd Medical shares equaling SEK 464,680 to finance the exercise of all his held TO 3 B warrants, including an increased number of TO 3 B warrants (a total of 90,340 warrants corresponding to SEK 0.5 million. No fee is to be paid for the declared intents to subscribe. The subscription intentions are also not secured through pledging, blocking measures, or similar arrangements.
Shares and share capital
Upon full exercise of the warrants of series TO 3, Diamyd Medical's share capital will increase by SEK 464,797.4060, from SEK 10,114,030.0533 to SEK 10,578,827.4592. The number of shares will increase by 4,582,840 shares, from 99,722,978 shares to 104,305,818 shares. This means that the number of A shares after the exercise of warrants TO 3 will be 2,988,496 and the number of B shares will be 101,317,322.
Shareholders would thereby experience a dilution effect of a maximum of approximately 4.4 percent of the number of shares and approximately 4.1 percent of the number of votes, calculated as new shares and votes divided by the total number of outstanding shares and votes after the exercise of warrants TO 3.
For any questions regarding the exercise of warrants, please contact:
Aqurat Fondkommission AB
Phone: +46 (0)8-684 05 800
Email: info@aqurat.se
Advisors
G&W Fondkommission acts as Financial Advisor to Diamyd Medical in connection with the exercise of warrants of series TO 3 and Aqurat Fondkommission AB has been appointed as Issuer Agent.
About Diamyd Medical
Diamyd Medical develops precision medicine therapies for the prevention and treatment of Type 1 Diabetes and LADA (Latent Autoimmune Diabetes in Adults). Diamyd® is an antigen-specific immunomodulatory therapeutic for the preservation of endogenous insulin production that has been granted Orphan Drug Designation in the U.S. as well as Fast Track Designation by the U.S. FDA for the treatment of Stage 1, 2 and 3 Type 1 Diabetes. DIAGNODE-3, a confirmatory Phase III trial is actively recruiting patients with recent-onset (Stage 3) Type 1 Diabetes in eight European countries and in the US. Significant results have previously been shown in a large genetically predefined patient group - in a large-scale meta-analysis as well as in the Company’s prospective European Phase IIb trial, where Diamyd® was administered directly into a superficial lymph node in children and young adults with recently diagnosed Type 1 Diabetes. Injections into a superficial lymphnode can be performed in minutes and are intended to optimize the treatment response. A biomanufacturing facility is under development in Umeå, Sweden, for the manufacture of recombinant GAD65 protein, the active ingredient in the antigen-specific immunotherapy Diamyd®. Diamyd Medical also develops the GABA-based investigational drug Remygen® as a component in the treatments of metabolic diseases. Diamyd Medical is a major shareholder in the stem cell company NextCell Pharma AB and in the artificial intelligence company MainlyAI AB.
Diamyd Medical’s B-share is traded on Nasdaq First North Growth Market under the ticker DMYD B. FNCA Sweden AB is the Company’s Certified Adviser.