NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEALAND, SINGAPORE, SOUTH AFRICA, OR ANY OTHER JURISDICTION WHERE SUCH PUBLICATION OR DISTRIBUTION OF THIS PRESS RELEASE WOULD BE SUBJECT TO LEGAL RESTRICTIONS. SEE ALSO THE SECTION "IMPORTANT INFORMATION" BELOW.
Lipum AB (publ) ("Lipum" or the "Company") has today on 5 April 2024 published a supplement to the prospectus that was published on 3 April 2024 relating to the ongoing rights issue (the “Rights Issue”). The supplement to the prospectus has been prepared as a result of Flerie Invest AB having announced the outcome of the mandatory cash offer it made on 6 March 2024.
The supplement to the prospectus, which today on 5 April 2024 has been approved by the Swedish Financial Supervisory Authority (the “SFSA”), forms part of, and must be read together with, the prospectus. The prospectus and the supplement are now available (in Swedish) on the Company’s website (www.lipum.se), the SFSA’s website (www.fi.se) and Nordic Issuing’s website (www.nordic-issuing.se).
For further information on how to participate in the Rights Issue, please refer to the section “Villkor och anvisningar för Företrädesemissionen” in the prospectus.
Advisors
Zonda Partners is financial adviser and Mannheimer Swartling Advokatbyrå is legal adviser to Lipum in connection with the Rights Issue. Nordic Issuing acts as issuing agent in connection with the Rights Issue.
Important information
The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares, subscription rights or other securities in Lipum in any jurisdiction. Any offer to the persons concerned to participate in Lipum’s Rights Issue is only being made through the prospectus that Lipum published on 3 April 2024 and through the supplement to the prospectus that Lipum published on 5 April 2024. The prospectus and the supplement, which have been approved by the Swedish Financial Supervisory Authority (Sw. Finansinspektionen), are available (in Swedish) on the Company’s website, www.lipum.se. The approval of the prospectus and the supplement by the Swedish Financial Supervisory Authority should not be understood as an endorsement of the securities offered. Potential investors should read the prospectus and the prospectus supplement before making an investment decision in order to fully understand the potential risks associated with a decision to invest in the securities (see “Riskfaktorer” in the prospectus).
This press release may not be released, published or distributed, directly or indirectly, in whole or in part, in or into, the United States, Australia, Hong Kong, Japan, Canada, New Zealand, Singapore, South Africa, or any other jurisdiction where such action is wholly or partially subject to legal restrictions or where such action would require additional prospectuses, registrations or other actions in addition to what follows from Swedish law. Nor may the information in this press release be forwarded, reproduced or disclosed in a manner that contravenes such restrictions or would entail such requirements. Failure to comply with this instruction may result in a violation of applicable securities laws.
The securities referred to in this press release have not been and will not be registered under the United States Securities Act of 1933, as amended (“Securities Act”), or under the securities laws of any state or other jurisdiction in the United States and may not be offered, subscribed, used, pledged, sold, resold, allotted, delivered or transferred, directly or indirectly, in or into the United States. All offers and sales of securities in connection with any rights issue in Lipum will be made outside of the United States and in reliance on, and in compliance with, Regulation S under the Securities Act. There will be no public offering in the United States.
No public offering of securities in Lipum is made to any country within the European Economic Area (the “EEA”) other than Sweden. In other member states of the EEA, such offering may be made only under an applicable exemption in the Prospectus Regulation (EU) 2017/1129 (the “Prospectus Regulation”) and/or under any relevant implementation measure. What is said above about member states in the EEA shall also apply to the United Kingdom, where the Prospectus Regulation is part of domestic law under the European Union (Withdrawal) Act 2018.
Lipum has made the assessment that the Company conducts protection-worthy activities under the Swedish foreign direct investment review Act (Sw. lagen (2023:560) om granskning av utländska direktinvesteringar) (the “FDI Act”). This entails that investors that gain certain influence in the Company may need to notify investments in the Company to, and obtain approval from, the Swedish Inspectorate of Strategic Products (Sw. Inspektionen för Strategiska Produkter) before such investments can be completed. Each shareholder should consult an independent legal adviser on the possible application of the FDI Act in relation to the Rights Issue for the individual shareholder.
This press release contains certain forward-looking information that reflects the Company’s present view of future events as well as financial and operational development. Words such as “intend”, “assess”, “expect”, “may”, “plan”, “believe”, “estimate” and other expressions entailing indications or predictions of future development or trends, not based on historical facts, constitute forward-looking information. Forward-looking information is inherently associated with both known and unknown risks and uncertainties as it depends on future events and circumstances. Forward-looking information is not a guarantee of future results or development and actual outcomes may differ materially from the statements set forth in the forward-looking information.