Brain+ A/S informs of the last day of trading in its shares including preferential rights to subscribe in the upcoming unit rights issue

Copenhagen, Denmark, 4 June 2024 – Brain+ A/S (Nasdaq First North: BRAINP) 

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES OF AMERICA, AUSTRALIA, BELARUS, CANADA, HONG KONG, JAPAN, NEW ZEALAND, RUSSIA, SINGAPORE, SOUTH AFRICA, SOUTH KOREA, SWITZERLAND OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURE. 

The Board of Directors of Brain+ A/S (“Brain+” or “the Company”) decided on 7 May 2024 to carry out a rights issue of units (new shares and warrants of series TO 4) with preferential subscription rights for the Company’s existing shareholders (the “Rights Issue”). The Rights Issue was approved by the Annual General Meeting on 22 May 2024. The offer price for new shares in the Rights Issue is DKK 0.08 per share to raise up to DKK 8.94 million in gross proceeds to Brain+, and the subscription period will commence on Tuesday 11 June 2024 and last until and including 24 June 2024. The record date in the VP-system for obtaining preferential rights to subscribe in the offer is on 10 June 2024, which means that the last day of trading in Brain+ shares including the preferential rights is 6 June 2024. From 7 June 2024, Brain+ shares will be trading without the rights, which from the same date will be admitted to trading under ISIN DK0062955415 with the name Brain+ UR. 

The Rights Issue 
The Rights Issue is an offer to existing Brain+ shareholders as well as other investors to subscribe for units in Brain+ during the period 11 - 24 June 2024. One unit consists of 11 new Brain+ shares at an offer price of DKK 0.08 per share and 9 warrants of series TO 4, which are issued free of charge. Shareholders who have registered Brain+ shares in deposit in the VP securities system on 10 June 2024 will receive preferential rights to subscribe for units in the Right Issue. To be registered as a Brain+ shareholder in VP Securities on 10 June, Brain+ shares must have been acquired on Nasdaq First North Copenhagen no later than 6 June 2024.  

Terms of the Rights Issue in brief 

• All existing shareholders in Brain+ will receive one (1) unit right for each share registered in the VP securities system on the record date of 10 June 2024. To be registered with VP securities in time, shareholders must have acquired the shares no later than 6 June 2024.  

• Nine (9) unit rights entitle the holder to subscribe for one (1) unit.  

• One (1) unit consists of eleven (11) new shares in Brain+ and nine (9) warrants of series TO 4. Warrants will be exercisable end September 2024: 

• The subscription price is DKK 0.88 per unit, corresponding to a subscription price of DKK 0.08 per share. Warrants of series TO 4 are issued free of charge.  

• The subscription period begins on 11 June 2024 and will close on 24 June 2024. 

Detailed information about the offer 
Full information about the Rights Issue and the investment offer can be found in the company announcement issued by Brain+ on 7 May 2024. The company announcement and other information about the Rights Issue, including an investment brochure summarizing Brain+ current position, business activities, outlook and the reason for carrying out the Rights Issue can be found in the investor section of Brain+’s website www.brain-plus.com. 

Questions related to the Rights Issue 
In case of any questions about Brain+, the Rights Issue, or the financial instruments, please reach out to either Brain+ CEO, Kim Baden-Kristensen (email: [email protected], mobile: +45 31 39 33 17) or Brain+ CFO, Hanne Vissing Leth (email: [email protected], mobile: +45 53 88 99 02).
Questions can also be addressed to Brain+’s financial advisor, Sedermera Corporate Finance, or the issuing agent, Nordic Issuing, using the contact details below.  

Advisors 
In connection with the Rights Issue, Sedermera Corporate Finance AB act as financial advisors to Brain+. Markets & Corporate Law Nordic AB act as legal advisor. Nordic Issuing AB is the issuing agent and the settlement agent.  

For more information about the Rights Issue, please contact: 
Sedermera Corporate Finance AB 
Phone: +46 (0) 40 615 14 10 
E-mail: [email protected] 
www.sedermera.se  

For more information about technicalities and the financial instruments, please contact: 
Nordic Issuing AB 
Phone: +46 (0) 40 632 00 20 
E-mail: [email protected] 
www.nordic-issuing.se 

For more information about Brain+, please contact: 
Kim Baden-Kristensen, CEO 
Phone: +45 31393317 
E-mail: [email protected]  
Or, 
Hanne Vissing Leth 
Phone: +45 53889902 
E-mail: [email protected]  
www.brain-plus.com

Certified Adviser 
Keswick Global AG 
Phone: +43 1 740 408 045 
E-mail: [email protected]