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On December 22, 2023, Genetic Analysis AS’ (“GA” or the “Company”) announced the preliminary outcome of the Company’s subsequent offering with gross proceeds of up to approximately NOK 9 million and 11,392,405 new shares at a subscription price of NOK 0.79 per share with preferential rights for eligible existing shareholders (the “Subsequent Offering”). The Company has received the final outcome of the Subsequent Offering, which concludes that 3,958,036 shares, corresponding to approximately 35 percent of the Subsequent Offering, have been subscribed for with the support of subscription rights (including oversubscription). The Subsequent Offering will provide the Company with proceeds of approximately NOK 3.1 million before deduction of issue costs. A resolution to allocate shares in the Subsequent Offering and the formal decision to increase the Company’s share capital in connection with the Subsequent Offering was made by the Company’s board of directors today on December 27, 2023. Subscribers that are allocated shares in the Subsequent Offering who do not hold shares through a financial intermediary, can obtain information on the number of shares allocated to them and the corresponding amount to be paid either by accessing investor services through their account manager with Euronext Securities Oslo (VPS) from today or contacting DNB Bank ASA (“DNB”) as settlement agent of the Subsequent Offering.
Allocation, subscription, and payment
The Subsequent Offering was subscribed to a total of approximately NOK 3.1 million in gross proceeds, equivalent to a subscription rate of approximately 35 percent. The issue costs amount to approximately NOK 1.3 million.
A total of 3,958,036 shares were subscribed for with the support of subscription rights in the Subsequent Offering (including oversubscription). Subscription was only allowed for holders of subscription rights.
The Company’s extraordinary general meeting held on November 20, 2023, granted the board of directors with an authorization to increase GA’s share capital in connection with the Subsequent Offering. Decision regarding allocation of shares and increase of the Company’s share capital in connection with the Subsequent Offering was made by the Company’s board of directors today, on December 27, 2023, pursuant to the authorization, in accordance with the principles of allocation described in the information memorandum published by the Company on December 8, 2023.
Subscribers that are allocated shares in the Subsequent Offering who do not hold shares through a financial intermediary, can obtain information on the number of shares allocated to them and the corresponding amount to be paid by accessing investor services through their account manager with Euronext Securities Oslo (VPS) from today, December 27, 2023. Subscribers who do not have access to investors services may contact DNB to obtain information on the number of shares allocated to them. Subscribers who hold shares through a financial intermediary must contact their local broker, custodian or nominee bank, as applicable, to receive information about allocated shares in the Subsequent Offering.
The payment date for shares allocated to subscribers in the Subsequent Offering is January 4, 2024.
Shares subscribed in the Subsequent Offering may not be traded until the registration of the share capital increase with the Norwegian Register of Business Enterprises (No. Foretaksregisteret) and the shares have been delivered. Accordingly, allotment, registration and trading will not be made in any securities through Euronext Securities Oslo corresponding to Swedish paid and subscribed shares (BTA).
Completion of the Subsequent Offering is subject to payment of the aggregate subscription amount by all subscribers in the Subsequent Offering and registration of the share capital increase relating to the Subsequent Offering with the Norwegian Register of Business Enterprises. Subject to duly and timely payment of the subscription amount, it is expected that the share capital increase will be registered on or about January 15, 2024, and that the new shares will be delivered to subscribers shortly thereafter.
Number of shares and share capital
Following registration of the share capital increase pertaining to the Subsequent Offering with the Norwegian Register of Business Enterprises, the number of shares in GA will have increased by 3,958,036, from 38,199,319 shares to 42,157,355 shares, and the Company’s total share capital will amount to NOK 25,294,413 divided into 42,157,355 shares each with a nominal value of NOK 0.60.
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