NeoDynamics AB (publ) held an Extraordinary General Meeting today on 27 July 2023 at the company’s premises on Lejonvägen 14, Lidingö, whereby the shareholders unanimously agreed on all decisions, which included the following resolutions.
Adoption of new Articles of Association
The Extraordinary General Meeting resolved to adopt three proposals for new articles of association; Alternative A, Alternative B and Alternative C, as well as to authorize the board to register the company’s new articles of association in accordance with one of Alternative A, Alternative B or Alternative C, based on what the board finds most suitable after taking into account the number of units subscribed for and allocated in the rights issue.
The Extraordinary General Meeting further resolved to approve the board of directors’ resolution on 22 June 2023 to increase the NeoDynamics share capital with a maximum of SEK 132,551,302.40 (of which not more than SEK 72,300,710.40 refers to an increase due to an issue of shares, and not more than SEK 60,250,592.00 refers to an increase due to an issue of warrants) through a new issue of a maximum of 120,501,184 so-called units with preferential rights for existing shareholders.
Each unit consists of six shares and five warrants, of which two warrants is of series TO2 and three warrants is of series TO3. This means that a maximum of 723,007,104 new shares and a maximum of 602,505,920 new warrants can be issued. The right to subscribe for units shall belong to those who, on the record date for the rights issue, are recorded as shareholders of the company, where one existing share shall entitle to one unit right. One unit right entitles to subscription of one unit.
The resolution on the rights issue was approved by shareholders holding not less than two-thirds of both the votes cast and the shares represented at the general meeting, excluding the shares held and represented by Gryningskust at the general meeting. The condition by the Swedish Securities Council for Gryningskust’s exemption in this regard was consequently fulfilled.
Reduction of share capital
The Extraordinary General Meeting resolved on a reduction of the Company’s share capital by a maximum of SEK 72,300,710.40. The reduction of the share capital shall be determined to an amount in SEK corresponding to the part of the increase of the share capital, according to the resolution on a new issue of units, that is attributable to the increase due to newly issued shares, with relevant adjustment to achieve an appropriate quota value.
The Extraordinary General Meeting resolved to authorize the board of directors to, on one or several occasions during the period up to the next annual general meeting, increase the company’s share capital within the limits of the articles of association. The authorization may only be used for issues of units and/or shares and/or warrants to guarantors in the rights issue. If the board of directors resolves on an issue with support of the authorization, it may be resolved with deviation from the shareholders’ preferential rights and/or by an issue in kind or by way of set-off. The reason for the proposal that the board of directors shall be authorized in accordance with the above is that the company shall be able to comply with its obligations under agreements with guarantees by reason of the rights issue above.
NeoDynamics AB is a Swedish Medical Technology Company dedicated to advancing diagnosis and care of cancer. The company’s first product NeoNavia®, a new innovative pulse biopsy system for ultrasound-guided tissue sampling, is currently being introduced to the market. The biopsy system is built on a patented pulse technology, based on research at the Karolinska Institutet in Sweden. NeoNavia is evaluated for breast cancer diagnosis at leading clinics in Europe and launches in USA during 2023. NeoDynamic’s shares are listed on Nasdaq First North Growth Market Stockholm (ticker: NEOD). The company’s Certified Adviser is Redeye AB.
NeoNavia® is a modern biopsy system with a completely new patented pulse technology intended for ultrasound-guided tissue sampling. Each needle type is driven by the pulse technology providing a more controlled needle insertion and precise placement of the needle in the tumor whilst enabling high-quality tissue samples from both breasts and lymph nodes. The pulse biopsy system NeoNavia® is designed to offer clinicians and patients accurate lesion targeting and high tissue yield for correct diagnosis and individualized treatment.
About Karolinska Institute
The Karolinska Institute is consistently ranked amongst the world's best medical schools, ranking 6th worldwide for medicine in 2021. The Nobel Assembly at the Karolinska Institute awards the Nobel Prize in Physiology or Medicine.
For further information, please contact:
Anna Eriksrud, CEO NeoDynamics AB, phone +46708444 966 or e-mail firstname.lastname@example.org
Aaron Wong, CFO NeoDynamics AB, phone +46790101714 or e-mail email@example.com