CURASIGHT A/S ANNOUNCES FINAL TERMS OF RIGHTS ISSUE

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On 4 April 2025, the Board of Directors of Curasight A/S (“Curasight” or the “Company” – TICKER: CURAS) resolved on its intention to carry out a rights issue of shares, with pre-emption rights for the Company’s existing shareholders (the “Rights Issue”). Following the extraordinary general meeting on 23 April 2025 (the “EGM”), the Board of Directors has today based on the authorization granted by the EGM, formally resolved to carry out the Rights Issue and its final terms. If the Rights Issue is fully subscribed, the Company will receive approximately DKK 100 million before issue related costs. The Company has received pre-subscription commitments of approximately DKK 27.7 million and guarantee commitments of approximately DKK 19.3 million. Together, these commitments cover approximately 47 percent of the maximum amount in the Rights Issue. Curium International Trading B.V. ("Curium") has expressed its strong support for the Rights Issue and has committed to subscribe for a total of DKK 17.8 million. Additionally, the institutional investor Pentwater Capital Management Europe LLP (“Pentwater”) has committed to subscribe for 10 percent of the final issue volume, with a minimum investment of approximately DKK 4.7 million. Curasight's management, members of the Board of Directors, and existing shareholders have committed to subscribe for a combined total of approximately DKK 5.2 million.

Summary of the Rights Issue

• If fully subscribed, Curasight will receive approximately DKK 100 million in gross proceeds through the Rights Issue before deduction of transaction costs.
• Each holder of existing shares registered with Euronext Securities as of the record date, 1 May 2025, will be allocated one (1) subscription rights for each existing share held. Eighteen (18) subscription rights grant the holder pre-emptive right to subscribe for forty-three (43) new shares. Existing shareholders and new investors can also submit an application to subscribe for the remaining shares not subscribed for by preferential rights (“Remaining Shares”).
• The subscription price is DKK 1.98 per share. The subscription price for shares in the Rights Issue has been set to 65% of TERP (based on 10-day VWAP) at the time of the board’s formal resolution to carry out the Issue.
• Curium, a partner to Curasight, has expressed its strong support for the offering and has committed to subscribe for a total of DKK 17.8 million. Additionally, the Company has secured a subscription commitment from Pentwater for 10% of the final issue volume, with a minimum investment of approximately DKK 4.7 million.
• The Rights Issue is also covered by subscription undertakings of approximately DKK 5.2 million from Curasight's management, members of the Board of Directors, and existing shareholders. Thus, the total subscription commitments in the offering amount to approximately DKK 27.7 million, which corresponds to approximately 27.7 percent of the Rights Issue.
• In addition, procured guarantee commitments, from a number of external investors, have been provided corresponding to a total of approximately DKK 19.3 million, which corresponds to approximately 19.3 percent of the Rights Issue.
• The Rights Issue is thus covered by subscription and guarantee commitments totaling approximately DKK 47 million, which corresponds to approximately 47 percent of the Rights Issue. No compensation will be paid for subscription commitments. For guarantors, a remuneration of 13 percent of the guaranteed amount in cash or 22 percent of the guaranteed amount in shares, with the same terms and conditions as for shares in the Rights Issue.
• The record date for participation in the Rights Issue is 1 May 2025. The subscription period begins on 2 May 2025 and ends on 16 May 2025. The last day of trading in the Company’s share including the right to participate in the Rights Issue is 29 April 2025, and the first day of trading excluding the right to participate in the Rights Issue is 30 April 2025. Trading in subscription rights begins on 30 April 2025 and ends on 14 May 2025.

Background and motive

Curasight A/S is the pioneer behind the novel imaging and therapeutic approach based on the urokinase-type plasminogen activator receptor (uPAR). The technology minimizes irradiation of healthy tissue by combining the targeted uTREAT® radiation therapy with the precise uTRACE® diagnostics. Several investigator-initiated phase II clinical trials have been completed or are currently undertaken. Curasight is currently running a phase II trial in prostate cancer as part of a global partnership with Curium - the world leader in radiopharmaceuticals. Furthermore, Curasight is actively generating clinical data using both uTRACE® and uTREAT® across a range of cancer types, including prostate cancer, bladder cancer, glioblastoma (brain cancer), neuroendocrine tumors (NET), head and neck cancer, non-small cell lung cancer (NSCLC), and pancreatic cancer. Each of these indications represents unique development opportunities. Based on emerging clinical evidence, Curasight aims to identify and engage experienced partners for the later stages of development for uTRACE® and uTREAT®—as exemplified by the partnership with Curium for uTRACE® in prostate cancer.

Curasight strategically partners with highly specialised organisations to support its drug development efforts. This includes collaboration with leading Contract Research Organisations (CROs) and Contract Development and Manufacturing Organisations (CDMOs) that possess deep expertise in both diagnostic and therapeutic radiopharmaceuticals. Through these partnerships, Curasight ensures access to top-tier development and manufacturing capabilities, including the production of investigational medicines and the execution of clinical trials in full compliance with Good Manufacturing Practice (GMP) and Good Clinical Practice (GCP) standards.

The Rights Issue will, if fully subscribed, provide the Company with approximately DKK 100 million in gross proceeds before deduction of transaction costs. The costs related to the Rights Issue are estimated at full subscription, to amount to a maximum of approximately DKK 8.1 million, of which approximately DKK 2.5 million is attributable to guarantee compensation (provided that all guarantors choose to receive the compensation in cash). The expected net proceeds from the Rights Issue are thus estimated to amount to approximately DKK 91.9 million, assuming full subscription. The Board assesses that the net proceeds from the Rights Issue, if fully subscribed, will be sufficient to fund the Company until mid-2026 and will support the following:

• The last patient enrollment for Part II of the Phase II trial for uTRACE® (prostate cancer) with topline results in H2 2025 and final results in H1 2026.
• Completion of the Phase I trial for uTREAT® (brain cancer) with preliminary efficacy data in H2 2025 and final efficacy data in H1 2026.
• First patient included part II for uTREAT® (brain cancer) in H1 2026.
• Working capital.

The Board of Directors assesses that the net proceeds from a secured Rights Issue will be sufficient to finance the Company's operations to the end of 2025, covering the completion of the uTRACE® Phase II trial (prostate cancer) including topline results, the uTREAT® Phase I trial (brain cancer) including preliminary efficacy data, and providing necessary working capital.

Terms of the rights issue

On 4 April 2025, the Board of Directors of Curasight resolved on its intention to carry out a rights issue of shares, with preferential rights for the Company’s existing shareholders. Based on the authorization granted by the EGM, the Board of Directors has today resolved to proceed with the Rights Issue and its final terms. Each holder of existing shares registered with Euronext Securities as of the record date, 1 May 2025, will be allocated one (1) subscription right for each existing share held. Eighteen (18) Subscription Rights grants the holder pre-emptive right to subscribe for forty-three (43) new shares. Additionally, investors can also subscribe for Remaining Shares without pre-emptive rights.

The subscription price is DKK 1.98 per share. The subscription price for shares in the Rights Issue has been set to 65% of TERP (based on 10-day VWAP) at the time of the board’s formal resolution to carry out the Rights Issue. Upon full subscription in the Rights Issue, the Company will receive approximately DKK 100 million before transaction costs.

The record date for participation in the Rights Issue is 1 May 2025. The subscription period begins on 2 May 2025 and ends on 16 May 2025. The last day of trading in the Company’s share including the right to receive subscription rights is 29 April 2025, and the first day of trading excluding the right to receive subscription rights is 30 April 2025. Trading in subscription rights begins on 30 April 2025 and ends on 14 May 2025.

Trough the Rights Issue, the share capital can increase by up to DKK 2,526,116.20, from DKK 1,057,444.00 to DKK 3,583,560.20. The number of shares can increase by up to 50,522,324 shares, from 21,148,880 shares to maximum 71,671,204 shares. Shareholders who choose not to participate in the Rights Issue may have their ownership diluted by up to approximately 70.5 percent of the total number of shares after the Rights Issue. However, they have the option to mitigate the financial impact of this dilution by selling their Subscription Rights.

Disclosure Document

No prospectus will be prepared in connection with the Rights Issue. The Company will prepare and publish an information document (the “Information Document”) in accordance with article 1.4 db) in Regulation (EU) 2024/2809 ("Listing Act"). Further information concerning the Rights Issue and the Company will be provided in the Information Document, which will be prepared in accordance with Annex IX of the Prospectus Regulation (EU) 2017/1129 ("Prospectus Regulation"), and which the Company estimates to publish on its website on 29 April 2025.

Subscription and guarantee commitments

Curium, a partner to Curasight, has expressed its strong support for the offering and has committed to subscribing for a total of DKK 17.8 million. Additionally, the Company has secured a subscription commitment from Pentwater for 10 percent of the final issue volume, with a minimum investment of approximately DKK 4.7 million. The Rights Issue is also covered by subscription undertakings of approximately DKK 5.2 million from members of the Board of Directors & management and existing shareholders. Thus, the total subscription commitments in the offering amount to approximately DKK 27.7 million.

In addition, procured guarantee commitments, from a number of external investors, have been provided corresponding to a total of approximately DKK 19.3 million, meaning approximately DKK 47 million, which corresponds to approximately 47 percent of the Rights Issue is secured via subscription and guarantee commitments. No compensation will be paid for subscription commitments. Guarantors will receive a remuneration of 13 percent of the guaranteed amount in cash or 22 percent of the guaranteed amount in the form of newly issued shares in the Company, with the same terms and conditions as for shares in the Rights Issue.

The subscription and guarantee commitments are not secured by bank guarantees, escrow funds, pledging or similar arrangements. 

Timetable for the Rights Issue

29 April 2025	Last day of trading incl. pre-emption rights
29 April 2025	Publication of the Annex IX
30 April 2025	First day of trading excl. pre-emption rights
1 May 2025	Record date in the Rights Issue
30 April 2025 – 14 May 2025	Trading in subscription rights
2 May 2025 – 16 May 2025	Subscription period
21 May 2025	Estimated publication of the outcome of the Rights Issue

Advisors

Sedermera Corporate Finance AB acts as Sole Global Coordinator and bookrunner in connection with the Rights Issue. DLA Piper is the Company's legal advisor. Danske Bank A/S is the settlement agent.

This disclosure contains information that Curasight is obliged to make public pursuant to the EU Market Abuse Regulation (EU nr 596/2014). The information was submitted for publication, through the agency of the contact person, on 24-04-2025 08:30 CET.