Curasight A/S announces its intention to carry out a directed issue of shares and enter into a new loan facility
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Curasight A/S ("Curasight" or the "Company" - TICKER: CURAS) hereby announces its intention to carry out a directed issue of shares of a minimum of approximately DKK 15 million through an accelerated book-building procedure (the "Directed Issue"). In connection with the contemplated Directed Issue, Curasight intends to enter into an agreement with Fenja Capital II A/S ("Fenja Capital", the "Lender") regarding a new loan facility, which shall be conditional upon an authorization being granted by the extraordinary general meeting of the Company to the Board of Directors to issue the relevant convertible loan instrument to the Lender (the "Loan Facility", together with the Directed Issue, the "Financing"). The Financing intends to support the clinical development of uTRACE® and uTREAT® and strengthen Curasight's financial position.
The shares will be offered exclusively to qualified investors by way of an accelerated bookbuilding process. The Directed Share Issue will be initiated immediately after publication of this announcement and may be terminated at short notice. The Company has appointed Sedermera Corporate Finance ("Sedermera") as sole global coordinator and sole bookrunner.
The Directed Issue
The Board of Directors has today resolved to evaluate the possibility of carrying out a directed issue of a minimum of DKK 15 million to institutional and professional investors, pursuant to the authorization granted by the general meeting and as stated in article 5.1.2 of the Company's articles of association. The price of the new shares in the Directed Issue (the "Subscription Price") will be determined through an accelerated bookbuilding procedure, which will commence immediately following the publication of this press release and end before commencement of trading on Spotlight Stock Market on 15 December 2025. The timing of the completion of the bookbuilding process, pricing and allocation is determined at the discretion of the Company and may be shortened, extended or interrupted at any time, which means that the Company may fully or partially refrain from carrying out the Directed Issue.
Prior to the Directed Issue, the Company's Board of Directors has made an overall assessment and carefully considered the possibility of raising capital through a rights issue. The Board of Directors considers that the reasons for deviating from the shareholders' pre-emption right are (i) that a rights issue would take a significantly longer time to complete and entail a higher risk for a material adverse effect on the share price, (ii) to diversify and strengthen the Company's shareholder base with Nordic, international, institutional and professional investors, and to strengthen the share's liquidity, (iii) carrying out a directed share issue can be made at lower costs and with less complexity than a rights issue and, the Board of Directors has assessed that a rights issue would also entail a risk of not being fully subscribed or necessitate significant underwriting commitments from a guarantor syndicate that would entail additional costs and/or additional dilution depending on the type of remuneration for such underwriting, and (iv) to ensure a strong balance sheet. Considering the above, the Board of Directors has made the assessment the Directed Issue with deviation from the shareholders' pre-emptive right is the most favorable alternative for Curasight.
By establishing the subscription price in the Directed Issue through an accelerated bookbuilding procedure, it is the assessment of the Board of Directors that the subscription price will be determined on market terms.
Loan Facility
In connection with the contemplated directed issue, Curasight intends to enter into a loan agreement with Fenja Capital regarding a loan facility, divided into two tranches. The first tranche amounts to DKK 25 million and will be structured as a convertible loan (the "Convertible Loan"), of which DKK 10 million represents a refinancing of the existing loan and DKK 15 million will be paid out upon approval by the extraordinary general meeting. The Loan Facility and the issuance of the Convertible Loan are conditional upon the general meeting of the Company resolving to authorize the Board of Directors to issue the relevant convertible loan instrument to the Lender. Curasight will separately issue a notice to convene an extraordinary general meeting with a proposal for the general meeting to authorize the Board of Directors to issue convertible loan notes. The second tranche amounts to DKK 15 million and may be drawn in Q2 2026.
The loan facility carries a setup fee of 5 percent on the total facility amount. Interest on drawn amounts accrues at 1.25 percent per started 30-day period, while interest on undrawn amounts accrues at 0.4 percent per started 30-day period. The Loan facility has a maturity date of 2026-12-29, with a total convertible size of DKK 25 million. The conversion price is set at 125 percent of the subscription price in the Directed Issue.
Advisors
Sedermera Corporate Finance AB acts as Sole Global Coordinator and bookrunner in connection with the Directed Issue. DLA Piper is the Company's legal advisor.
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 "This placeholder will be replaced with the correct date and send time">12-12-2025 18:39 CET.