The board of directors of Clinical Laserthermia Systems AB (publ) (CLS or the Company) resolved on 17 October 2014 to carry out a directed issue of new shares of approximately SEK 8.1 million and a new issue of shares with preferential rights for the shareholders of approximately SEK 21.9 million to raise working capital for the Company for purposes including the financing of clinical studies in Europe and sales and marketing of the Company's product for heat-induced cancer immunotherapy. The decision was made under the authorization of the annual general meeting held 17 June 2014.

Directed issue of shares
The directed issue will involve a maximum of 897,905 Class B shares at a price of SEK 9 per share. Upon full subscription, the issue will raise approximately SEK 8.1 million for CLS before issue costs.

The new issue will be directed at investors who have provided guaranty commitments in the preferential issue described below and have elected to receive guaranty compensation for doing so in the form of shares in CLS and to investors who are not existing shareholders in CLS. The reason the board chose to waive the preferential rights of shareholders in the directed issue is to make it possible for the Company to broaden ownership and supply working capital for the continued development of the Company's business. The board of directors believes that the directed issue will create additional value for all shareholders in CLS. The subscription price is considered in line with the market in consideration of the customary issue discount.

Preferential rights issue
In accordance with the authorization approved by the annual general meeting held 17 June 2014, the board has also resolved to carry out an issue with preferential rights for the Company's existing shareholders. The preferential issue will involve a maximum of 2,435,428 new Class B shares at a price of SEK 9 per share. Upon full subscription, the preferential rights issue will raise approximately SEK 21.9 million for CLS before issue costs.

The offer in brief

  • The last trading day for the Company's share including the right to obtain subscription rights is 28 October 2014 and the first day of trading excluding the right to obtain subscription rights is 29 October 2014.
  • The record date is 30 October 2014.
  • Persons registered as shareholders in CLS on the record date have preferential rights to subscribe new Class B shares. For each existing share of any class, shareholders will be allotted one (1) subscription right. Ownership of seven (7) subscription rights entitles the shareholder to subscribe to one (1) new Class B share.
  • Subscription period: 3 November - 19 November 2014.
  • Subscription rights will be traded on AktieTorget during the period of 3 November - 17 November 2014.
  • Paid subscription shares (BTA - Betald Tecknad Aktie) will be traded on AktieTorget beginning 3 November 2014 until such time as the Swedish Companies Registration Office has registered the new issue, which is expected to occur in early December 2014.

Among the largest shareholders in CLS, LMK Stiftelsen has issued a subscription commitment equivalent to approximately 4 percent of the preferential issue. In addition, a group of seven guarantors has committed to subscribing a further approximately 71 percent of the preferential issue if the issue is not fully subscribed. The issue is thus committed to approximately 75 percent. Further information concerning these commitments is provided the informational memorandum prepared in connection with the issue.

Complete terms, conditions, and instructions are presented in the informational memorandum that is expected to be published on the websites of the Company (www.clinicallaser.se), Västra Hamnen Corporate Finance (www.vhcorp.se), and AktieTorget (www.aktietorget.se) on 27 on October 2014. A folder with the offer in summary and a subscription form will be distributed by postal mail to shareholders who are registered with Euroclear on the record date, 30 October 2014.

Financial advisor
Västra Hamnen Corporate Finance AB is acting as financial advisor to the Company in connection with the share issues.

Please refer questions related to the offer to:
Västra Hamnen Corporate Finance
Tel: +46 (0) 40 - 20 02 50
E-mail: per.lonn@vhcorp.se

Lars-Erik Eriksson, CEO Clinical Laserthermia Systems AB (publ)
Tel: +46 (0)702 - 90 33 00

E-mail: lee@clinicallaser.se

Clinical Laserthermia Systems AB (publ), develops and markets a safe, gentle, effective and clinically documented therapy for treatment of solid cancer tumors. The product is based on immunostimulating interstitial laser thermotherapy (imILTCLS). CLS is listed on AktieTorget under the stock symbol CLS B. For more information, please visit the company's websites: www.clinicallaser.se andwww.imilt.se.

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