Company Announcement,
Insider Information:
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
The Company shall take the loan referred to in the Convertible Bond terms and conditions and shall issue simultaneously against the loan a maximum amount of 288,669 special rights.
The Convertible Bond is issued in deviation from the shareholders' pre-emptive subscription rights to the parties approved separately by the board of directors.
The minimum amount of subscription of the Convertible Bond shall be
The special rights are issued to secure financing required to strengthen the working capital and the capital structure of the Company cost effectively and to secure the self-financing requirement of the
The subscription period of the Convertible Bond commenced on
The contemplated transaction aims to improve the financing position of the Company and to facilitate the Company’s bank financing arrangement, and the proceeds from the Convertible Bond will be used for general corporate purposes.
The loan period shall commence on the payment of the Convertible Bond to the Company and expire on the earlier of
(i) the date of completion of the financing round of the Company first completed after the date of the terms; and
(ii) on
(hereinafter the "Maturity Date").
The Convertible Bond shall expire to be repayable in its entirety in accordance with these terms of the loan on the Maturity Date. The Convertible Bond cannot be repaid prior to the Maturity Date without the lender’s consent.
An annual interest of 7% shall be paid to the capital of the Convertible Bond.
The lender is entitled to convert the Promissory Note into the shares of the Company in accordance with the terms described below.
One special right entitles the lender to subscribe for one new share of the Company (or for an adjusted number of shares calculated as described in the terms).
When converting the Convertible Bond into the shares of the Company during the Conversion Period, the subscription price of one (1) share of the Company shall be
The subscription price has been set to equal to the 90-day volume weighted average stock trading price of the Company’s share between
If, as described in the previous paragraph, the subscription price of one (1) share of the Company is more or less than
The subscription price of the shares shall be entered in entirety into the Company's invested non-restricted equity fund.
The promissory notes will be automatically converted into the Shares on the Maturity Date (“Conversion Period”).
The Shares underlying the special rights connected to the Convertible Bonds represent approximately 4.27% of the total number of the Company’s issued and outstanding Shares immediately prior to the offering in maximum, subject to potential adjustments to the conversion price.
The complete terms and conditions are attached to this announcement as Annex 1.
Further information is available on the website www.nexstim.com, or by contacting:
+358 50 326 4101
mikko.karvinen@nexstim.com
The Company’s Certified Advisor is
About
Nexstim’s Diagnostics Business focuses on commercialization of the Navigated Brain Stimulation (NBS) system. The NBS System 5 is the only FDA cleared and CE marked navigated TMS system for pre-surgical mapping of the speech and motor cortices of the brain.
Nexstim’s Therapy Business markets and sells the NBS System 6 which is FDA cleared for marketing and commercial distribution for the treatment of major depressive disorder (MDD) in
For more information, please visit www.nexstim.com
Forward-Looking Statements
This company announcement contains forward-looking statements, including, without limitation, statements regarding Nexstim’s strategy, business plans and focus. The words “may”, “will”, “could”, “would”, “should”, “expect”, “plan”, “anticipate”, “intend”, believe”, “estimate”, “predict”, “project”, “potential”, “continue”, “target” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Any forward-looking statements in this announcement are based on management’s current expectations and beliefs and are subject to a number of risks, uncertainties and important factors that may cause actual events or results to differ materially from those expressed or implied by any forward-looking statements contained in this announcement, including, without limitation, any related to Nexstim’s business, operations, supply chain, strategy, goals and anticipated timelines, competition from other companies, and other risks described in the Report of the Board of Directors and Financial Statements for the year ended on
Attachments
- Nexstim Plc_Company announcement_25062024_FINAL_EN
- Annex 1_Convertible Loan 24062024 - FINAL
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