MedCap completes the recommended cash offer to the shareholders of AdderaCare and extends the acceptance period

THIS ANNOUNCEMENT IS NOT AN OFFER, WHETHER DIRECTLY OR INDIRECTLY, IN AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEALAND, SWITZERLAND, SOUTH AFRICA OR THE UNITED STATES (THE ”RESTRICTED JURISDICTIONS”), OR IN ANY OTHER JURISDICTION WHERE SUCH OFFER PURSUANT TO LEGISLATION AND REGULATIONS IN SUCH RELEVANT JURISDICTION WOULD BE PROHIBITED BY APPLICABLE LAW. SHAREHOLDERS NOT RESIDENT IN SWEDEN WHO WISH TO ACCEPT THE OFFER (AS DEFINED BELOW) MUST MAKE INQUIRIES CONCERNING APPLICABLE LEGISLATION AND POSSIBLE TAX CONSEQUENCES. SHAREHOLDERS SHOULD REFER TO THE OFFER RESTRICTIONS INCLUDED IN THE SECTION TITLED "IMPORTANT INFORMATION" AT THE END OF THIS ANNOUNCEMENT AND IN THE OFFER DOCUMENT.

On 17 November, MedCap AB (publ) (”MedCap AB”), announced a recommended public offer to shareholders of AdderaCare AB (publ) (“AdderaCare”) to tender all shares in AdderaCare at a price of SEK 3.60 in cash per share (the “Offer”). The Offer is implemented through Abilia Sverige Holding AB, Reg.No 556682-1251 (“Abilia”), a subsidiary of MedCap AB (MedCap AB and Abilia are collectively referred to as “MedCap”). At the end of the initial acceptance period on 23 December 2022, the Offer has been preliminary accepted by shareholders representing 31 885 385 shares in AdderaCare, corresponding to approximately 94,57 percent of the total numbers of shares and votes in AdderaCare. MedCap completes the Offer and extends the acceptance period to the 9 January 2023 to provide the remaining shareholders an additional opportunity to accept the Offer.

The outcome of the Offer

Prior to the announcement of the Offer, MedCap did not own any shares in AdderaCare. At the end of the initial acceptance period on 23 December 2022, the Offer has been preliminary accepted by shareholders representing 31 885 385 shares in AdderaCare, corresponding to approximately 94,57 percent of the total numbers of shares and votes in AdderaCare.

MedCap AB will announce the final outcome of the Offer after the initial acceptance period on 27 December 2022.

MedCap has not acquired any shares in AdderaCare outside the Offer. MedCap does not hold any other financial instruments that provide a financial exposure to AdderaCare’s shares.

Completion of the Offer

Since the Offer has been accepted to the extent that MedCap holds more than 90 percent of the shares in AdderaCare, all conditions for completion of the Offer have been fulfilled. Accordingly, the Offer is declared unconditional in all respects and MedCap will complete the acquisition of the shares tendered in the Offer.

Settlement for shares tendered in the Offer during the period ending on 23 December 2022 is expected to commence around 2 January 2023.

MedCap intends to initiate compulsory redemption of the remaining shares in AdderaCare and promote a delisting of the shares in AdderaCare from Nasdaq First North Growth Market.

Extension of the acceptance period

In order to give the shareholders who have not accepted the Offer an additional possibility to accept the Offer, MedCap has decided to extend the acceptance period until 9 January 2023 at 17:00 CET. Settlement for shares tendered in the Offer during the extended acceptance period is expected to commence around 16 January 2023.

During the extended acceptance period, MedCap may acquire or agree to acquire shares in AdderaCare. Such acquisitions and agreements will be made in accordance with applicable Swedish laws and regulations.

Advisors

MedCap has engaged KANTER Advokatbyrå KB as legal advisor in relation to the Offer.

Information regarding the Offer:

Information about the Offer is available at: www.medcap.se

For inquiries, please contact:

Anders Dahlberg, CEO, MedCap

Tel: +46 704 269 262, e-mail: [email protected]

For administrative questions regarding the Offer, please contact primarily your bank or nominee where you have your shares registered.

The information in this press release has been published by MedCap, through the agency of the contact person, in accordance with the Takeover Rules and the EU Market Abuse Regulation. This press release was submitted for publication on 23 December 2022 at 20.00 (CET).