Medical Prognosis Institute A/S (“MPI”) today, June 1st 2017, announces that the board of directors of the company has decided to conduct a rights issue of shares supported by an authorisation granted to the board of directors on an extra shareholders’ meeting on September 2nd, 2014. The rights issue comprises of maximum 814 235 new shares at the offer price of SEK 14,80 or DKK 11,29 per share. The rights issue will be conducted with preferential rights for existing shareholders in MPI. If fully subscribed, the rights issue will provide funds of approximately 12 million SEK before issuing costs to MPI. MPI has received subscription commitments totaling approx. 6,9 million SEK, about 57,7 % of the total issuance volume. The general public is also given the opportunity to subscribe for shares in the rights issue. The motive for the rights issue is to finance MPI’s increased focus on personalized medicine and to provide the company with working capital.
Motive for the rights issue
The funds from the rights issue is primarily intended to finance MPI’s further development of the PRPTM platform, which comprises the main element in MPI’s focus towards personalized medicine. This includes, among other things, financing the study which MPI announced on September 14th 2016, in which patient data from over 800 patients with metastatic breast cancer will be studied by MPI in collaboration with breast cancer experts at Danish oncology departments. The objective of this study is to show that the PRPTM can predict treatment outcome in cancer patients with statistical significance which would greatly strengthen the clinical relevance of the PRPTM and correspond to major benefits for both cancer patients and treating physicians. The other main motive for the rights issue is to finance the day-to-day operations of MPI. MPI is a company in development phase and currently has a burn rate of about 0,7 – 1 million DKK per month. Since MPI, like most development companies in the Life Science sector, only has limited revenues, MPI is reliant upon risk capital. Part of the funds from the current rights issue will subsequently be used to fund day-to-day operations.
“Through MPI’s efforts creating biomarkers for anti-cancer drugs we realized that the same data made it possible to develop a product to predict which anti-cancer drugs with high likelihood will benefit the individual patient – a Patient response Predictor, PRP(TM). The development of the PRP(TM) have accelerated after the company together with oncologists specialized in breast cancer got permission to investigate around 800 patients with metastatic breast cancer and analyse the patients biopsies and compare the result with the patients clinical response data. The funds from this rights issue will mainly finance MPI’s dedicated and ambitious development of the PRP(TM) platform which constitutes a key element in our efforts to develop personalized medicine”, said Peter Buhl Jensen, Adjunct Professor, M.D., PhD and CEO for MPI.
Summary of the terms and conditions for the rights issue
Subscription period: 14 – 29 June 2017.
Subscription price: SEK 14,80 or DKK 11,29 per share.
Share nominal value: DKK 0,05 per share.
Volume of Issuance: Based upon the subscription price in SEK, the total volume of issuance amounts to approximately 12 million SEK, comprising a maximum of 814 235 new shares.
Number of shares prior to the rights issue: 23 612 840 shares.
Company valuation in the offer (pre-money): Approximately 349,5 million SEK.
Subscription commitments: MPI has received subscription commitments totaling approximately 6,9 million SEK, about 57,7 % of the total issuance volume. Of the approximately 6,9 million SEK in total subscription commitments, Buhl Krone Holding ApS (co-owned by CEO Peter Buhl Jensen and COO Ulla Hald Buhl) has commited to approximately 1,5 million SEK. Furthermore, Sass & Larsen ApS, a major shareholder in MPI, has commited to approximately 1,3 million SEK.
Record date and preferential rights: The rights issue is conducted with preferential right for existing shareholders in MPI. Record date for receiving subscription rights is the 9th of June 2017. Last trading day in the MPI share with preferential right to participate in the rights issue is the 7th of June 2017. First trading day in the MPI share without preferential right to participate in the rights issue is the 8th of June 2017. For every existing share in MPI on the record date, one (1) subscription right will be received. 29 such subscription rights entitles to subscription of one (1) new share in MPI.
Shareholders whose shares, on the record date, the 9th of June 2017, are registered in the shareholder register maintained by Euroclear Sweden AB (“Euroclear”) will receive subscription rights through Euroclear’s system.
Shareholders whose shares, on the record date, the 9th of June 2017, are not affiliated to Euroclear will receive subscription rights through VP Securities A/S (“VP-Securities”) system.
Trading period of subscription rights and BTA’s: Only subscription rights issued through the Euroclear system will be subject to trading on Nasdaq Stockholm First North during the subscription period. Trading with subscription rights will be conducted through Nasdaq Stockholm First North during the period from the 14th of June 2017 until 27th of June 2017.
Only BTA’s (paid and subscribed for shares) issued through the Euroclear system will be subject to trading on Nasdaq Stockholm First North. Trading with BTA’s will be conducted on Nasdaq Stockholm First North from the 14th of June 2017 until the rights issue is registered at Erhvervsstyrelsen.
Trading in the MPI share: The share in MPI is listed on Nasdaq Stockholm First North. Only shares registered in the Euroclear system is subject to trade on Nasdaq Stockholm First North.
Subscribing for shares in Swedish kronor (SEK) and subscription for shares without preferential right:
Subscription and payment of shares, by shareholders whose shares on the record date are affiliated to Euroclear is made in SEK through the use of subscription rights issued in the Euroclear system.
Subscription and payment of shares without preferential right in the rights issue is only possible in SEK.
Shares subscribed and paid for in SEK will be delivered to investors through Euroclear and will hence be admitted to trading on Nasdaq Stockholm First North upon registration of the share issue at Erhvervsstyrelsen.
Subscribing for shares in Danish kronor (DKK): Subscription and payment of shares in DKK is only possible by shareholders whose shares on the record date are not affiliated to Euroclear, that subscribe for shares in the rights issue on the basis of preferential right through subscription rights issued in the VP-Securities system.
Shares subscribed and payed for in DKK in the share issue will not be affiliated to Euroclear and will hence not be subject for trade on Nasdaq Stockholm First North upon registration of the share issue at Erhvervsstyrelsen. In order for such shares to be admitted to trading on Nasdaq Stockholm First North, the shareholder must first administrate for a cross border affiliation of the shares to Euroclear. Such a cross border affiliation may be subject to additional cost and fees.
Cross border transfer stop of shares in MPI: From the 5th of June 2017 until the 9th of June 2017, no cross border transfer of shares in MPI (from VP-Securities to Euroclear or vice versa) can take place. Subscription rights and BTA’s will not be transferrable between VP-Securities and Euroclear.
Memorandum, Danish Prospectus, application form and teaser
Memorandum (in English) will be available on the websites of MPI (www.medical-prognosis.com) and Sedermera Fondkommission (www.sedermera.se), at the latest in connection with the commencement of the subscription period. The teaser and application forms will be available via the above mentioned websites, no later than when the subscription period commences. In addition, the corresponding Danish prospectus for subscribers resident in Denmark will be available on the websites of MPI (www.medical-prognosis.com) and Finanstilsynet, the Danish Financial Supervisory Authority (www.finanstilsynet.dk).
Sedermera Fondkommission is the financial advisor to MPI in connection with the planned rights issue.
For further information, please contact:
CEO, Peter Buhl Jensen, Adjunct Professor, MD, Ph.D. Ulla Hald Buhl, IR & Communication
E-mail: [email protected] E-mail: [email protected]
Telephone: +45 21 60 89 22 Telephone +45 21 70 10 49
About MPI’s multiple biomarker called Drug Response Predictor – DRP(TM)
MPI’s DRP(TM) is a tool for developing tumor-derived genetic signatures to predict which cancer patients are high likely to respond to a given anti-cancer product. The DRP(TM) has been tested in 37 trials, where 29 trials showed that drug-specific DRP(TM) Biomarkers could predict which patients responded well to the treatment. The DRP(TM) platform has amongst others been externally validated and published in collaboration with leading statisticians at the MD Anderson Cancer Center. The DRP(TM) method can be used to design the Clinical Development Plan, i.e. to select which indications are relevant for a given anti-cancer drug. In addition to this, the individual genetic patterns of patients can be analyzed as part of a screening procedure for a clinical trial to ensure inclusion of patients with a high likelihood of response to the drug. DRP(TM) builds on comparison between sensitive and resistant human cancer cell lines, including genomic information from cell lines combined with clinical tumor biology and clinical correlates in a systems biology network. The DRP(TM) is a Big Data tool based on messenger RNA. The DRP(TM) platform can be used in all cancer types, and has been patented for more than 70 anti-cancer drugs in the US.
Medical Prognosis Institute is a publicly traded international company specialized in improving cancer patients’ lives by developing Personalized Medicine using its unique DRP(TM) technology. MPI’s exceptional opportunity to personalize cancer treatment begins with Breast Cancer moving on to Multiple Myeloma and Prostate Cancer as the first steps. MPI’s DRP(TM) tool has shown its ability to separate patients who benefit and who do not benefit from a specific cancer treatment. This has been shown in as many as 29 out of 37 trials, and covers more than 80 anti-cancer treatments in a wide range of cancer indications. MPI has built a significant large database with over 1,000 screened breast cancer patients and is building up a database in Multiple Myeloma to be followed by Prostate cancer in collaboration with oncologists and hematologists throughout Denmark. MPI has ownership of Oncology Venture (Publ) a spinout with three anti-cancer drugs in pipeline entered and of the privately hold Special Purpose Vehicles, 2X Oncology Inc. and OV-SPV2 Aps with four products in pipeline.
This information is information that Medical Prognosis Institute A/S 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, on June 1st, 2017.
Certified Adviser: Sedermera Fondkommission, Norra Vallgatan 64, 211 22, Malmö, Sweden