Brain+ A/S specifies how to get TO 3 warrant compensation

Copenhagen, Denmark, March 26, 2024 – Brain+ A/S (Nasdaq First North: BRAINP)

• As announced on March 7, 2024, compensation is offered to investors who have exercised TO 3 warrants and suffered a loss because of the decision to remove the upper and lower limits for the exercise price

On March 7, 2024, Brain+ announced the decision to amend the terms relating to the now completed exercise of its warrants of series TO 3. The amendment removed the lower and upper price limits for the exercise price of the TO3 warrants, resulting in an exercise price of DKK 0.11. This was done to honor the promises to all TO3 warrant holders made at the time of Brain+’ rights issue in May 2023 that the warrants would give the holders the right to subscribe for new shares in the company at a 30% discount to the market price of the existing shares.

Compensation eligibility criteria

The criteria for investors to be eligible to get compensation related to the exercise of warrants of series TO 3 are in summary:

• The warrant holder must have sold warrants of series TO 3 between June 13, 2023, 9:00 AM (CEST) and March 6, 2024, 5:00 PM (CET).
• The warrant holder must have repurchased warrants of series TO 3 between March 7, 2024, 9:00 AM (CET) and March 20, 2024, 5:00 PM (CET).
• Compensation is only given if the warrant holder has realized a loss because of the sale and repurchase of warrants of series TO 3 (i.e. the purchase price was higher than the sales price).
• The warrant holder must have exercised warrants of series TO 3 between March 11, 2024, 9:00 AM (CET) and March 22, 2024, 5:00 PM (CET).
• The warrant holder will be compensated for the difference between the purchased amount and the sold amount. Compensation is only given up to the maximum number of warrants of series TO 3 sold before 6 March 2024, 5:00 PM (CET).
• The warrant holder can only be compensated for the number of warrants of series TO 3 that have been exercised.  
• Detailed terms apply and full bank documentation for related transactions is required. See link below.

The procedure for getting compensation

The exercise period for the Brain+ warrants of series TO 3 ended on Friday, March 22, 2024 at 5:00 PM and the result will be announced shortly. Investors, who fulfill the criteria for the TO3 warrant compensation as listed above, must download, fill in and sign the “Compensation Request Form” from the Investor section of Brain+’ website and submit it to the company together with full documentation of related transactions, no later than Monday April 15, 2024 at 5:00 PM. Brain+ will process eligible shareholders’ requests and transfer compensation payments by end of April 2024. Further details can be found under the investor section of Brain+’ website: Exercise of TO3 warrants - Brain+ Better brain better life (brain-plus.com)

Advisors
In connection with the warrant exercise, Sedermera Corporate Finance AB and Gemstone Capital A/S act as financial advisors to Brain+. Markets & Corporate Law Nordic AB act as legal advisor. Nordic Issuing AB is the issuing agent.

For more information about the warrant exercise, please contact:

Sedermera Corporate Finance AB
Phone: +46 (0) 40 615 14 10
E-mail: [email protected]
www.sedermera.se

Gemstone Capital A/S

Phone: +45 33 22 07 00

E-mail: [email protected]

www.gemstonecapital.com

For more information about Brain+, please contact:

Kim Baden-Kristensen, CEO

Phone: +45 31 39 33 17

E-mail: [email protected]

www.brain-plus.com

Certified Adviser

Keswick Global AG 

Phone: +43 1 740 408 045

E-mail: [email protected]

Brain+ mission:

Bring effective digitally-delivered dementia therapies to those in need, serving a million people with dementia, their care-givers and clinicians by 2030