Company announcement, insider information, Helsinki, 11 November 2019 at 2 PM (EET)
Pursuant to the securing of the Offer Warrants and related directed share issues i.e. the Underwriting Issue and Directed Issue announced on 21 October 2019, the Board of Directors of Nexstim Plc (NXTMH:HEX, NXTMS:STO) ("Nexstim" or the "Company") has today, under the authorization obtained from the Extraordinary General Meeting of Shareholders, resolved on a directed share issue. In such share issue up to 15,761,416 new shares shall be issued to parties designated by the Board of Directors who have provided an underwriting commitment for the Company against a share subscription price of EUR 0.115 or SEK 1.24 per share. This means total proceeds amounting to up to approximately EUR 1.8 million for the Company excluding underwriting fee as well as other fees and expenses.
In accordance with the underwriting commitments for the Underwriting Issue, the Underwriters are entitled to an underwriting fee equal to 6 per cent of the aggregate underwriting commitment if payable in cash by the Company or 8 per cent of the underwriting commitment if payable in shares of the Company. Each Underwriter is entitled to choose between cash or share payment. The maximum amount of the underwriting fee would be EUR 79,421 if payable only in cash and EUR 105,892 if payable only in shares of Nexstim (i.e. 920,820 shares applying the subscription price of EUR 0.115). Hence in the directed share issue, a part of the subscription price for the new shares may be paid by setting off such underwriting fee.
The proceeds of the directed share issue will be primarily used for marketing and similar commercialization efforts, particularly in the US market, of the Company's NBT System in depression treatment, finance its purchases regarding NBT System deliveries, repayment of loans, evaluate new clinical trials in the area of chronic neuropathic pain as well as finance its R&D and working capital needs.
The reason for deviation from the shareholders’ pre-emptive in the directed share issue is to raise capital and improve the Company’s financial position in a cost-effective and timely manner and enable further development and growth of the Company’s core businesses. Hence, there is a weighty financial reason to deviate from the shareholder’s pre-emptive subscription right in the directed share issue.
The subscription period of the shares in the directed share issue is 11-14 November 2019 when the subscription price shall also be paid in full.
The subscription prices of the new shares will be recorded in its entirety to the invested unrestricted equity reserve.
NEXSTIM PLC
Martin Jamieson, CEO
Further information is available on the website www.nexstim.com, or by contacting:
Martin Jamieson, CEO
+44 771 516 3942
martin.jamieson@nexstim.com
Sisu Partners Oy (Certified Adviser)
Jussi Majamaa
+358 40 842 4479
jussi.majamaa@sisupartners.com
About Nexstim Plc
Nexstim is a Finnish, globally operating medical technology company. Our mission is to enable personalized and effective therapies and diagnostics for challenging brain diseases and disorders.
Nexstim has developed a world-leading non-invasive brain stimulation technology called SmartFocus®. It is a navigated transcranial magnetic stimulation (nTMS) technology with highly sophisticated 3D navigation providing accurate and personalized targeting of the TMS to the specific area of the brain.
SmartFocus® technology is used in Nexstim’s proprietary Navigated Brain Therapy (NBT®) system, which is FDA cleared for marketing and commercial distribution for the treatment of major depressive disorder (MDD) in the United States. In Europe, the NBT® system is CE marked for the treatment of major depression and chronic neuropathic pain.
In addition, Nexstim is commercializing its SmartFocus® based Navigated Brain Stimulation (NBS) system for diagnostic applications. The NBS system is the only FDA cleared and CE marked navigated TMS system for pre-surgical mapping of the speech and motor cortices of the brain. Nexstim shares are listed on the Nasdaq First North Growth Market Finland and Nasdaq First North Growth Market Sweden.
For more information please visit www.nexstim.com