Bioservo publishes prospectus regarding the rights issue

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OR ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION. THIS DOCUMENT DOES NOT CONSTITUTE AN OFFER OF OR THE SOLICITATION OF AN OFFER TO BUY SECURITIES IN ANY JURISDICTION.

The prospectus relating to Bioservo Technologies AB’s (“Bioservo” or the “Company”) rights issue of approximately MSEK 37, which was resolved by the board of directors of Bioservo on May 15, 2023, based on the authorisation of the annual general meeting held on April 25, 2023, has today been approved and registered by the Swedish Financial Supervisory Authority.

The rights issue in summary:

• New issue of a maximum of 18,957,984 units with preferential rights for the Company's existing shareholders.
• The subscription price amounts to SEK 1.95 per unit, corresponding to SEK 0.65 per new share, which, assuming that the rights issue is fully subscribed, results in the Company receiving approximately MSEK 37 before deduction of issue costs.
• For each existing share held in the Company on the record date May 24, 2023, two (2) unit rights are obtained. Three (3) unit rights entitle to subscription of one (1) unit during the period May 26 - June 9, 2023.
• One (1) unit consists of three (3) shares and one (1) warrant of series TO3 without consideration. One (1) warrant of series TO3 entitles the holder to subscribe for one (1) new share during the period December 6 - December 20, 2023, at a subscription price corresponding to 70 percent of the volume-weighted average price of the Company's share during the period November 22 - December 5, 2023, however not less than the share's quota value (currently SEK 0.20) and not more than SEK 2.
• Major shareholders have expressed their support for the rights issue through subscription undertakings and non-binding intentions to subscribe. Subscription undertakings have been entered into by major shareholders amounting to approximately MSEK 12.8, corresponding to approximately 34.5 percent of the rights issue and a non-binding intention to subscribe has been provided by a major shareholder amounting to approximately MSEK 3.4, corresponding to approximately 9.1 percent of the rights issue. Furthermore, the Company has entered into guarantee commitments of approximately MSEK 20.9, corresponding to approximately 56.4 percent of the rights issue. The rights issue is thus 100 percent secured. The guarantee commitments consist partly of a so-called top guarantee and partly of a bottom guarantee. The subscription undertakings and guarantee commitments are not secured by bank guarantee, blocking funds, pledging or similar arrangements.

Prospectus
The prospectus is available on Bioservo's website, www.bioservo.com, Aktieinvest FK AB's website,
www.aktieinvest.se, and on Redeye AB's website www.redeye.se.

Preliminary timetable for the rights issue
May 24, 2023: Publication of prospectus
May 24, 2023: Record date for participation in the rights issue
May 26 – June 5, 2023: Trading in unit rights
May 26 – June 9, 2023: Subscription period
May 26, 2023 - Until the rights issue is registered with the Swedish Companies Registration Office: Trading in BTU (paid subscribed unit)
June 13, 2023: Estimated date for publication of the outcome of the rights issue

Advisors
Redeye AB acts as financial advisor and Advokatfirman Lindahl KB acts as legal advisor to Bioservo in
connection with the rights issue.
 

For more information, please contact:
Petter Bäckgren, CEO, Bioservo Technologies AB
Phone: +468 21 17 10
[email protected]

Mikael Wester, Marketing Director, Bioservo Technologies AB
Phone: +468 21 17 10
[email protected]

About Bioservo
Bioservo Technologies AB is a world-leading company in wearable muscle-strengthening systems for people in need of extra strength and endurance. All our innovative products and systems are designed to keep people strong, healthy, and efficient. The company has a unique global position within soft exoskeleton technology for the hand, both for industrial applications to improve the health of workers and to improve the quality of life for people with reduced muscle strength. Bioservo Technologies was founded in 2006 in collaboration between researchers at the Royal Institute of Technology and a doctor at Karolinska University Hospital. Bioservo Technologies is a Swedish public limited company with headquarters in Stockholm.

FNCA Sweden AB is the company’s Certified Adviser on Nasdaq First North.
For more information, please visit www.bioservo.com

Important information
This press release and the information herein is not for publication, release, dissemination or distribution, in whole or in part, directly or indirectly, in or into the United Kingdom, the United States, Australia, Canada, Hong Kong, Japan, Singapore, or South Africa or any other state, territory or jurisdiction in which publication, release, dissemination or distribution would be unlawful or where such action would require additional prospectuses, filings or other measures in addition to those required under Swedish law.

The press release is for informational purposes only and does not constitute an offer to sell or issue, or the solicitation of an offer to buy or acquire, or subscribe for, any of the securities mentioned herein (collectively, the “Securities”) or any other financial instruments in Bioservo Technologies AB. Any offer in respect of any of the Securities will only be made through the prospectus that Bioservo Technologies AB has published. Offers will not be made to, and application forms will not be approved from, subscribers (including shareholders), or persons acting on behalf of subscribers, in any jurisdiction where applications for such subscription would contravene applicable laws or regulations, or would require additional prospectuses, filings, or other measures in addition to those required under Swedish law. Measures in violation of the restrictions may constitute a breach of relevant securities laws.

The Securities mentioned in this press release have not been registered and will not be registered under any applicable securities law in the United Kingdom, the United States, Australia, Canada, Hong Kong, Japan, Singapore, or South Africa and may, with certain exceptions, not be offered or sold within, or on behalf of a person or for the account or benefit of a person who is registered in, these countries. The company has not made an offer to the public to subscribe for or acquire the Securities mentioned in this press release other than in Sweden.

None of the Securities have been or will be registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state or other jurisdiction in the United States (including its territories, possessions and the District of Columbia), and unless so registered, may not be offered, pledged, sold, delivered or otherwise transferred, directly or indirectly, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with other applicable securities laws. There will not be any public offering of any of the Securities in the United States.

In the EEA Member States, with the exception of Sweden, (each such EEA Member State, a “Relevant State“), this press release and the information contained herein are intended only for and directed to qualified investors as defined in the Prospectus Regulation. The Securities mentioned in this press release are not intended to be offered to the public in any Relevant State and are only available to qualified investors except in accordance with exceptions in the Prospectus Regulation. Persons in any Relevant State who are not qualified investors should not take any actions based on this press release, nor rely on it.

In the United Kingdom, this press release is directed only at, and communicated only to, persons who are qualified investors within the meaning of article 2(e) of the Prospectus Regulation (2017/1129) who are (i) persons who fall within the definition of "investment professional" in article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), or (ii) persons who fall within article 49(2)(a) to (d) of the Order, or (iii) persons who are existing members or creditors of Bioservo Technologies AB or other persons falling within Article 43 of the Order, or (iv) persons to whom it may otherwise be lawfully communicated (all such persons referred to in (i), (ii), (iii)
and (iv) above together being referred to as “Relevant Persons”). This press release must not be acted on or relied on by persons in the UK who are not Relevant Persons.

This press release does not constitute an investment recommendation. The price and value of securities and any income from them can go down as well as up and you could lose your entire investment. Past performance is not a guide to future performance. Information in this announcement cannot be relied upon as a guide to future performance.

This press release contains forward-looking statements that reflect Bioservo Technologies AB’s current view of future events as well as financial and operational development. Words such as “intend”, “assess”, “expect”, “may”, “plan”, “estimate” and other expressions involving indications or predictions regarding future development or trends, not based on historical facts, identify forward-looking statements and reflect Bioservo Technologies AB’s beliefs and expectations and involve a number of risks, uncertainties and assumptions which could cause actual events and performance to differ materially from any expected future events or performance expressed or implied by the forward-looking statement. The information contained in this press release is subject to change without notice and, except as required by applicable law, Bioservo Technologies AB does not assume any responsibility or obligation to update publicly or review any of the forward-looking statements contained in it and nor does it intend to. You should not place undue reliance on forward-looking statements, which speak only as of the date of this press release. As a result of these risks, uncertainties and assumptions, you should not place undue reliance on these forward-looking statements as a prediction of actual future events or otherwise.