Curasight

"Since we announced the cancellation of the rights issue in March, we have been working tirelessly to structure a capitalization and funding plan which will both create value for our shareholders and enable us to continue momentum in our development activities.  The package of the directed issue, loan financing and planned warrant exercises gives us an important capital injection so that we can continue to advance our theranostic platform approach, and develop in parallel both uTRACE® for improved diagnostics and uTREAT® for better therapeutic options for certain cancer types.” says CEO Ulrich Krasilnikoff.

Directed issues

The Board of Directors has, with support from the authorization from the Annual General Meeting, decided to execute a directed issue of shares of a total of approximately DKK 6.65 million, to external investors. The directed issue comprises a total of 692,703 shares and has been executed at a subscription price of DKK 9.60 per share, which corresponds to a discount of approximately 20 percent compared to DKK 12.00, which is the volume weighted average price for the Company’s share the last ten trading days, ending on the 13^th of June 2024.

The Board of Directors has also, with support from the authorization from the Annual General Meeting, decided to execute a directed issue of shares of a total of approximately DKK 1.15 million, to the Board of Directors and management. The directed issue comprises a total of 95,833 shares and has been executed to a subscription price of DKK 12.00 per share, which corresponds to the volume weighted average price for the Company’s share the last ten trading days ending on the 13^th of June 2024, without any discount.

In addition to the above-mentioned directed issues of shares, the Board of Directors has also decided to propose for an extraordinary general meeting to authorize the Board of Directors to decide to execute a directed issue of 625,000 units, comprising a total of 1,250,000 warrants of series TO2 and 625,000 warrants of series TO3, to Fenja that has signed a pre-subscription agreement regarding the subscription of these units. The units will, provided that the extraordinary general meeting decides to approve the Board of Directors’ proposal, be subscribed at a subscription price of DKK 0.01 per unit. For more information about the warrants of series TO2 and TO3, see “Preferential rights issue and warrants”.

Preferential rights issue and warrants

The Board of Directors of Curasight has also proposed for the extraordinary general meeting to authorize the Board of Directors to decide on a preferential rights issue of a total 1,216,907 units, each unit consisting of a total of 2,433,814 warrants of series TO2 and 1,216,907 warrants of series TO3. The preferential rights issue of units is intended to be carried out to those who are shareholders in the Company at a specific record date, and to be carried out with a subscription price of DKK 0.01 per unit. The preferential rights issue will, provided that the extraordinary general meeting authorizes the Board of Directors and that the Board of Directors decides to execute the preferential rights issue of units, be carried out as soon as the prospectus has been submitted to and approved by the Danish Financial Supervisory Authority (“DFSA”).

Provided that the above is achieved, all those who are shareholders on the record date will receive unit rights. Seventeen (17) unit rights are intended to give the shareholder the right to subscribe for one (1) unit. One (1) unit consists of two (2) warrants of series TO2 and one (1) warrant of series TO3.

Warrants of series TO2 are planned to have an exercise period that runs from and including the 28^th of November 2024 until and including 5^th of December 2024. The exercise price for warrants of series TO2 will be set on the day before exercise period, will be based on based on the Volume Weighted Average Price in the Company’s share 20 days back, with a discount of 30 percent and be within the range DKK 11.50-15.55. Through the exercise of warrants of series TO2, Curasight can receive a maximum of approximately DKK 57.3 million. The warrants of series TO2 are intended to be subject to trading at Spotlight Stock Market.

Warrants of series TO3 are planned to have an exercise period that runs from and including the 5^th of June 2025 until and including 19^th of June 2025. The exercise price for warrants of series TO3 will be set on the day before exercise period, will be based on based on the Volume Weighted Average Price in the Company’s share 20 days back, with a discount of 30 percent and be within the range DKK 15.55-19.40. Through the exercise of warrants of series TO3, Curasight can receive a maximum of approximately DKK 35.7 million. The warrants of series TO3 are intended to be subject to trading at Spotlight Stock Market.

The estimated preliminary timeline is illustrated below:

• Late June 2024 – Directed issue to Board of Directors and directed issue to external investors are registered at Erhvervsstyrelsen
• Late June 2024 – New shares from the directed issues are distributed to the subscribers
• Early July 2024 – Curasight holds extraordinary general meeting to decide to execute a directed issue of units to Fenja and to authorize the Board of Directors to decide on issues
• Early July 2024 – Board of Directors to decide on directed issue of units to Fenja
• Early September 2024 – Prospectus is approved by the DFSA
•  Early September 2024 – The Board of Directors decides to execute a preferential issue of units to existing shareholders
• Mid-September 2024 – Record date to receive unit rights
• Mid- to late September 2024 – Subscription period for preferential rights issue of units
• Early October 2024 – Outcome of preferential rights issue is announced
• Mid-October 2024 – Trading in warrants of series TO2 and series TO3 starts
• 28 November 2024 – Start of exercise period for warrants of series TO2
• 5 December 2024 – End of exercise period for warrants of series TO2
• 5 June 2025 – Start of exercise period for warrants of series TO3
• 19 June 2025 – End of exercise period for warrants of series TO3

Please note that the timeline is indicative and may be subject to change.

Loan facility

In connection with the directed issues, Curasight has also signed an agreement with Fenja regarding a loan facility of in total DKK 20 million, making it possible for Curasight to draw two loan tranches of DKK 10 million respectively. Curasight has decided to draw upon a first tranche of DKK 10 million. The second tranche of DKK 10 million can be drawn upon once the warrants of series TO2 and TO3 have been submitted to trading on Spotlight Stock Market. The loan facility has a setup fee of 5 percent and the activated loan runs with an interest rate of 1 percent per started 30-day period, and with two separate maturity dates – one for half of the total loan amount on the 31^st of December 2024 (after the exercise period for warrants of series TO2) and one for the rest of loan amount as well as the interest on the 31^st of July 2025 (after the exercise period for the warrants of series TO3).

For a period running from now until the 5^th of December 2024, which is the planned last day in the exercise period for the warrants of series TO2, Fenja has the right to request that the Board of Directors executes directed issues comprising a total issue amount of DKK 5 million, at a subscription price corresponding to 150 percent of the subscription price in the directed issue to external investors executed in June 2024.

For a period running from the day after the planned last day in the exercise period for the warrants of series TO2 until the 19^th of June 2025, which is the planned last day in the exercise period for the warrants of series TO3, Fenja has the right to request that the Board of Directors executes directed issues comprising a total issue amount of DKK 5 million, at a subscription price corresponding to 175 percent of the subscription price in the directed issue to external investors executed in June 2024.

Curasight can repay the loan and interest at any time before the maturity date.

Background and use of proceeds

Curasight works within the field of radiopharmaceuticals with the ambition of improving diagnosis and treatment for a more gentle and efficient cancer care. The Company has pioneered the novel uPAR Theranostics platform which uses a highly specific PET imaging ligand to target the uPAR receptor for improved diagnosis uTRACE® and treatment uTREAT®. uPAR is expressed in many types of human cancers and the expression levels of uPAR have been shown to be strongly associated with metastatic disease, i.e. cancer aggressiveness, and subsequent poor prognosis. Curasight’s clinical PET ligand uTRACE® has been succesfully validated in more than 400 patients in several clinical PET imaging trials with uTRACE® in brain, prostate, head and neck, neuroendocrine, oral, breast and urinary bladder cancer.

Using the team’s scientific understanding and preclinical research results, Curasight is committed to developing its uTRACE® and uTREAT® platforms in parallel in a range of different cancers. Today’s announcement is designed to secure funding for the Company’s R&D activities including maintaining the momentum of clinical trials being carried out under the partnership with Curium Inc. for uTRACE® in prostate cancer and activities to broaden the pipeline.

Objectives

2024

• Q4 Last patient included, part I – uTRACE® (Phase II, Prostate Cancer, Partnered project)
• Q4 Preliminary efficacy data – uTRACE® (Phase II, Prostate Cancer, Partnered project)

2025

• Q1 Approval of CTA by EMA – uTREAT® (Phase I/IIa , Therapeutic program, First indication)
• Q2 Last patient included, Part II – uTRACE® (Phase II, Prostate Cancer, Partnered project)
• Q2 First patient dosed, part I – uTREAT® (Phase I/IIa, Therapeutic program, First indication)
• Q3 Topline results, Phase II – uTRACE® (Phase II, Prostate Cancer, Partnered project)
• Q4 Preliminary efficacy data – uTREAT® (Phase I/IIa, Therapeutic program, First indication)
• Q4 First patient included, part II – uTREAT® (Phase I/IIa, Therapeutic program, First indication)

2026

• Q2 Last patient included, part II – uTREAT® (Phase I/IIa, Therapeutic program, First indication)
• Q2 Approval of CTA by EMA – uTREAT® (Phase I/IIa, Therapeutic program, Basket trial)
• Q3 First patient included, part I – uTREAT® (Phase I/IIa, Therapeutic program, Basket trial)
• Q4 Last patient included, part II – uTREAT® (Phase I/IIa, Therapeutic program, First indication)

2027

• Q1 Topline results, Phase I/IIa – uTREAT® (Phase I/IIa, Therapeutic program, First indication)
• Q2 Last patient included, part I – uTREAT® (Phase I/IIa, Therapeutic program, Basket trial)
• Q3 Preliminary efficacy data – uTREAT® (Phase I/IIa, Therapeutic program, Basket trial)

Future capital need

Provided that the warrants of series TO2 and TO3 are exercised in full and at the highest exercise price, Curasight will have funds to finance its operations until the second quarter 2025, when the Company expects to be able to onboard larger institutional investors in parallel with ongoing discussions with big pharma in relation to strategic partnerships and out-licensing agreements.

Advisors

Sedermera Corporate Finance AB is the Company's financial advisor in connection with the capitalization. DLA Piper has been the Company’s legal advisor.