Calliditas Therapeutics AB (CALT) Prices 9.23M ADS IPO

Calliditas Therapeutics AB (publ) (NASDAQ: CALT) announced today the pricing of its initial public offering on The Nasdaq Global Select Market by way of a capital increase of 9,230,770 new common shares, consisting of a public offering of 8,306,770 common shares in the form of American Depositary Shares ("ADSs"), with each ADS representing two common shares (the "U.S. Offering"), and a concurrent private placement of 924,000 common shares to certain qualified investors in Europe and certain other jurisdictions outside of the United States (the "Private Placement", and, together with the U.S. Offering, the "Global Offering"). The aggregate gross proceeds amount to USD 90 million, equivalent to approximately SEK 828.0 million, before deduction of underwriting commissions and estimated expenses payable by Calliditas. The Global Offering was upsized from the USD 75 million indicated in Calliditas' press release on June 1, 2020. Trading of the ADSs on The Nasdaq Global Select Market commences on June 5, 2020, under the symbol "CALT".

The Global Offering

• The Global Offering price has been set to USD 19.50 per ADS in the U.S. Offering, and SEK 89.70 per share in the concurrent Private Placement.
• The U.S. Offering comprises 4,153,385 ADSs, each representing two (2) underlying new common shares of Calliditas. The Private Placement comprises 924,000 common shares. To cover any over-allotment in the Global Offering, Calliditas has granted the Book Running Managers (as defined below) an option to acquire and sell up to 692,307 additional ADSs, corresponding to 15 percent of the Global Offering (the "Over-Allotment Option"), exercisable in whole or in part through July 4, 2020. If the Over-Allotment Option is exercised in full, the Global Offering will consist of 4,845,692 ADSs and 924,000 common shares.
• The Global Offering will provide Calliditas with gross proceeds of USD 90 million (equivalent to SEK 828.0 million based on the June 4, 2020 exchange ratio of USD 1 = SEK 9.20) assuming no exercise of the Over-Allotment Option by the Book Running Managers. Calliditas estimates that the net proceeds of the Global Offering will be approximately USD 79.9 million (SEK 735.2), after deducting approximately USD 10.1 million (SEK 92.8 million) in underwriting commissions and offering expenses. Assuming the Over-Allotment Option is exercised in full, the Global Offering will provide Calliditas with gross proceeds of USD 103.5 million (equivalent to SEK 952.2 million) and net proceeds of approximately USD 92.5 million (equivalent to SEK 850.7 million), after deducting approximate underwriting commissions and offering expenses.
• The Global Offering was upsized from the USD 75 million indicated in Calliditas' press release on June 1, 2020.
• Calliditas' Board of Directors has resolved to issue the common shares in order to deliver ADSs and common shares to investors in the Global Offering, by virtue of the share issue authorization granted at the Extraordinary General Meeting held on March 3, 2020.
• The offered ADSs are in their entirety expected to be subscribed for by Citigroup Global Markets Inc., Jefferies LLC and Stifel, Nicolaus & Company, Inc. as the global coordinators and joint book-running managers of the Global Offering (the "Book Running Managers"), with an instruction to deliver the securities to investors in the U.S. Offering.
• Trading of the ADSs on The Nasdaq Global Select Market commences on June 5, 2020, under the symbol "CALT".
• The Global Offering is expected to be completed, and settlement is expected to occur, on June 9, 2020 (subject to the satisfaction of customary closing conditions).

Use of Proceeds

Calliditas intends to use the net proceeds from the Global Offering, together with its existing cash resources, for the purposes of funding of its ongoing Phase 3 clinical trial and related trials of Nefecon, pre-commercialization and, if approved, commercialization activities for Nefecon and development of additional product candidates.

In connection with the offer or sale of securities referred to herein, the Book Running Managers may over-allot securities/conduct stabilization or effect transactions on The Nasdaq Global Select Market with a view to support the market price of the securities at a level higher than that which might otherwise prevail. Any stabilization action or over-allotment will be conducted by the Book Running Managers in accordance with all applicable laws and rules.

Advisors

Citigroup Global Markets Inc., Jefferies LLC and Stifel, Nicolaus & Company, Incorporated are acting as the global coordinators and joint book-running managers of the Global Offering. Carnegie Investment Bank AB is acting as co-manager of the Global Offering. Citigroup Global Markets Inc. and Jefferies LLC are acting as representatives of the underwriters in the U.S. Offering. Citigroup Global Markets Limited and Jefferies International Limited are acting as representatives of the underwriters in the Private Placement.

Goodwin Procter LLP and Advokatfirman Vinge are acting as legal advisors in the Global Offering. Cooley LLP and Baker McKenzie are acting as legal advisors to the underwriters.

The information in the press release is information that Calliditas is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person above, on June 5, 2020 at 8.40 am (CEST).

You May Also Be Interested In

• OpenAI revenue chief quits after less than a year
• Mosaic sets pricing for tender offers on up to $1.4B in debt
• Realty Income closes $1B convertible notes offering