Qlife Holding AB enters into an addendum with the holders of the company’s convertible debentures and all outstanding convertible debentures are converted into shares
Qlife Holding AB (“Qlife” or the “Company”) has today entered into an addendum with the holders of the Company’s outstanding convertible debentures (the “Lenders”) that was issued on 3 August 2024 (the “Addendum”). In the Addendum, the parties have agreed to (i) lower the conversion rate of the convertible debentures from SEK 0.08 to SEK 0.00375 (the share’s quota value) and (ii) allow for conversion of the accrued interest. Further, through the Addendum, the Lenders have requested conversion of all outstanding convertible debentures with a total nominal value, including set-up fee and accrued but unpaid interest, of approx. SEK 3,661,754.56, to be effectuated once the amended conversion rate is registered with the Swedish Companies Registration Office. The conversion rate will be SEK 0.00375 and a total of 976,467,879 new shares is to be issued.
On 3 August 2024, the board of directors of the Company resolved on a directed issue of convertible debentures, with a total owed amount before interest of SEK 7,745,058 (including the set-up fee). The Company has repaid SEK 5,000,000 of the loan. The interest rate is two (2) per cent per month calculated on the total owed amount and the total outstanding amount today is approx. SEK 3,661,754.56.
The Company and the Lenders have today entered into the Addendum and agreed to (i) lower the conversion rate of the convertible debentures from SEK 0.08 (the share’s quota value at the time of the issue) to SEK 0.00375 (the share’s current quota value) and (ii) allow for conversion of the accrued interest. Further, through the Addendum, the Lenders have requested conversion of all outstanding convertible debentures (including set-up fee and accrued but unpaid interest) to be effectuated once the amended terms and conditions are registered with the Swedish Companies Registration Office. The conversion rate will be SEK 0.00375 and a total of 976,467,879 new shares is to be issued.
The amended conversion price has been established through a negotiation at arm’s length between the Company and the Lenders. In connection herewith, the board of directors has taken into account general market conditions that make it difficult to raise capital. Further, the board of directors has taken into account that the volume-weighted average price according to Nasdaq First North Growth Market’s official price list for shares in the Company during the period of ten (10) trading days that ended on 3 May 2024 is approximately SEK 0.00312 and that the conversion price may not be less than the share’s quota value.
Through the conversion, the number of shares in the Company will increase by 976,467,879 to 4,637,032,422 and the share capital in the Company will increase by SEK 3,661,754.54625 to SEK 17,388,871.5825. Thus, the conversion entails a dilution of approximately 21.1 per cent based on the total number of shares in the Company after the conversion.
This disclosure contains information that Qlife Holding AB 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 08-05-2024 07:46 CET.
