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Lifecare ASA

Share Issue/Capital Change Jun 13, 2024

3654_rns_2024-06-13_deffa5c3-f0cd-4f51-9a86-951279e79c4c.html

Share Issue/Capital Change

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Lifecare ASA: Last day of the Subscription Period in the Rights Issue

Lifecare ASA: Last day of the Subscription Period in the Rights Issue

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED

STATES, CANADA, AUSTRALIA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE

PEOPLE'S REPUBLIC OF CHINA, JAPAN OR ANY OTHER JURISDICTION IN WHICH THE

DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE.

PLEASE SEE THE IMPORTANT INFORMATION AT THE END OF THIS ANNOUNCEMENT.

Reference is made to the previous stock exchange announcements published by

Lifecare ASA ("Lifecare" or the "Company") regarding the partially

underwritten rights issue of between 49,199,128 and 59,038,955 new shares in

the Company (the "Offer Shares") at a subscription price of NOK 1.52442 per

Offer Share (the "Subscription Price"), raising gross proceeds between NOK 75

million and NOK 90 million (the "Rights Issue"). The subscribers in the Rights

Issue will be allocated one warrant for every two Offer Shares allocated to,

and paid, by them in the Rights Issue (the "Warrants"). The Company will issue

between 24,599,564 and 29,519,478 Warrants.

The subscription period for the Rights Issue (the "Subscription Period")

expires today, 13 June 2024, at 16:30 hours (CEST). Over-subscription and

subscription without subscription rights is permitted, however, there can be

no assurance that Offer Shares will be allocated for such subscriptions.

Subscriptions for Offer Shares must be made within the expiry of the

Subscription Period and may either be made through the VPS online subscription

system or by submitting a correctly completed subscription form to Carnegie AS

(acting as the manager for the Rights Issue, the "Manager"), in accordance

with the instructions set out in the Prospectus (as defined below). The

Warrants will automatically be subscribed for through delivery of a correctly

completed subscription prior to the expiry of the Subscription Period.

Subscription rights that are not used to subscribe for Offer Shares before the

expiry of the Subscription Period will have no value and will lapse without

compensation to the holder.

For more information, and the complete terms and conditions of the Rights

Issue, please refer to the prospectus for the Rights Issue dated 28 May 2024

(the "Prospectus"). The Prospectus, including the subscription form for the

Rights Issue, is, subject to applicable local securities laws, available via

the website of the Company (www.lifecare.no/preferential-rights-issue) and at

the website of the Manager

(www.carnegie.no/ongoing-prospectuses-and-offerings/).

For more information, please contact:

Joacim Holter, CEO, [email protected], +47 40 05 90 40

Renete Kaarvik, CFO, [email protected], +47 94 83 82 42

For information about the Rights Issue, please contact the Manager: +47 22 00

93 60

Disclosure regulation:

This information is published in accordance with the requirements of the

Continuing Obligations for companies listed on Euronext Growth Oslo and

section 5-12 of the Norwegian Securities Trading Act.

About Lifecare:

Lifecare is a clinical stage medical sensor company developing technology for

sensing and monitoring of various body analytes. Lifecare's main focus is to

bring the next generation of Continuous Glucose Monitoring ("CGM") systems to

market. Lifecare enables osmotic pressure as sensing principle, combined with

the ability to manipulate Nano-granular Tunnelling Resistive sensors ("NTR")

on the sensor body for read-out of pressure variations. Lifecare's sensor

technology is referred to as "Sencell" and is suitable for identifying and

monitoring the occurrence of a wide range of analytes and molecules in the

human body and in pets.

Important information:

Any offering of the securities referred to in this announcement will be made

by means of the Prospectus which has been registered with the Norwegian

Register of Business Enterprises. Neither the Financial Supervisory Authority

of Norway nor any other public authority has carried out any form of review,

control, or approval of the Prospectus. The Prospectus does not constitute an

EEA prospectus.

This announcement is an advertisement and is not a prospectus for the purposes

of Regulation (EU) 2017/1129 of the European Parliament and of the Council of

14 June 2017 on prospectuses to be published when securities are offered to

the public or admitted to trading on a regulated market, and repealing

Directive 2003/71/EC (as amended) as implemented in any EEA Member State (the

"Prospectus Regulation"). Investors should not subscribe for any securities

referred to in this announcement except on the basis of information contained

in the Prospectus. Copies of the Prospectus are available from the Company's

registered office and, subject to certain exceptions, on the website of the

Manager.

In any EEA Member State, this communication is only addressed to and is only

directed at qualified investors in that Member State within the meaning of the

Prospectus Regulation, i.e., only to investors who can receive the offer

without an approved prospectus in such EEA Member State.

In the United Kingdom, this communication is only addressed to and is only

directed at Qualified Investors who (i) are investment professionals falling

within Article 19(5) of the Financial Services and Markets Act 2000 (Financial

Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons falling

within Article 49(2)(a) to (d) of the Order (high net worth companies,

unincorporated associations, etc.) (all such persons together being referred

to as "Relevant Persons"). These materials are directed only at Relevant

Persons and must not be acted on or relied on by persons who are not Relevant

Persons. Any investment or investment activity to which this announcement

relates is available only to Relevant Persons and will be engaged in only with

Relevant Persons. Persons distributing this communication must satisfy

themselves that it is lawful to do so.

This document is not for publication or distribution in, directly or

indirectly, Australia, Canada, Japan, the United States or any other

jurisdiction in which such release, publication or distribution would be

unlawful, and it does not constitute an offer or invitation to subscribe for

or purchase any securities in such countries or in any other jurisdiction. In

particular, the document and the information contained herein should not be

distributed or otherwise transmitted into the United States or to publications

with a general circulation in the United States of America.

The Manager is acting for the Company in connection with the Rights Issue and

no one else and will not be responsible to anyone other than the Company for

providing the protections afforded to its clients or for providing advice in

relation to the Rights Issue or any transaction or arrangement referred to in

this announcement.

Matters discussed in this announcement may constitute forward-looking

statements. Forward-looking statements are statements that are not historical

facts and may be identified by words such as "anticipate", "believe",

"continue", "estimate", "expect", "intends", "may", "should", "will" and

similar expressions. The forward-looking statements in this release are based

upon various assumptions, many of which are based, in turn, upon further

assumptions. Although the Company believes that these assumptions were

reasonable when made, these assumptions are inherently subject to significant

known and unknown risks, uncertainties, contingencies and other important

factors which are difficult or impossible to predict and are beyond its

control. 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

information, opinions and forward-looking statements contained in this

announcement speak only as at its date and are subject to change without

notice, and each of the Company, the Manager and its affiliates expressly

disclaims any obligation or undertaking to update, review or revise any

statement contained in this announcement whether as a result of new

information, future developments or otherwise. This announcement is made by

and is the responsibility of, the Company. Neither the Manager nor any of its

affiliates makes any representation as to the accuracy or completeness of this

announcement and none of them accepts any responsibility for the contents of

this announcement or any matters referred to herein.

This announcement is for information purposes only and is not to be relied

upon in substitution for the exercise of independent judgment. It is not

intended as investment advice and under no circumstances is it to be used or

considered as an offer to sell, or a solicitation of an offer to buy any

securities or a recommendation to buy or sell any securities of the Company.

No reliance may be placed for any purpose on the information contained in this

announcement or its accuracy, fairness or completeness. Neither the Manager

nor any of its affiliates accepts any liability arising from the use of this

announcement.

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