Rare Thyroid Therapeutics International AB

PledPharma AB (publ) has today completed the acquisition of Rare Thyroid Therapeutics International AB. As previously announced, PledPharma AB (publ) (“PledPharma” or the “Company”) entered into an agreement on 5 October 2020 to acquire all outstanding shares in Rare Thyroid Therapeutics International AB (“RTT” or “Rare Thyroid Therapeutics”), a privately held drug development company with the ultra-orphan asset Emcitate. The purchase price for the shares in RTT consists of a cash purchase price in the amount of MSEK 60, funded from own cash-in-hand and a share purchase price consisting of 63,773,345 new shares in PledPharma. In addition, the sellers of RTT are entitled to earnout payments based on the future net sales of Emcitate as well an earnout which is payable in connection with a potential sale of a so-called US Rare Pediatric Disease Priority Review Voucher. On 5 October 2020 the board of directors also resolved, subject to the general meeting’s subsequent approval, on an issue of up to 63,773,345 shares to the current shareholders of RTT against payment in kind in the form of shares in RTT. The extraordinary general meeting in PledPharma held on 28 October 2020 resolved to approve the board of directors’ resolution regarding the in-kind issue as part of the purchase consideration for RTT. Today on 3 November 2020 the acquisition of RTT was completed. The share issue in kind will lead to an increase in the number of shares of PledPharma by 63,773,345 from 53,533,321 to 117,306,666, which will result in a dilution of approx. 54,4 percent for existing shareholders. The completion of the acquisition has also resulted in that Peder Walberg assumes the position as member of the board of directors of PledPharma, in accordance with the resolution on the extraordinary general meeting on 28 October 2020. “The acquisition of RTT is an important step, building a new company with a strategic focus on the attractive orphan drug segment, with Aladote and Emcitate as the company’s key assets in late stage development. The RTT team, specialized in orphan drugs, will complement PledPharma’ s late stage development focused organization, building a new orphan drug company named Egetis Therapeutics, dedicated to development and commercialization of therapies for rare diseases,” said Nicklas Westerholm, CEO, PledPharma.

PledPharma AB (publ) (STO: PLED) (“PledPharma” or the “Company”) has today entered into an agreement to acquire all outstanding shares in Rare Thyroid Therapeutics International AB (“RTT” or “Rare Thyroid Therapeutics”), a privately held drug development company with the ultra-orphan asset Emcitate (the “Transaction”). The purchase price for the shares in RTT consists of a cash purchase price in the amount of 60 MSEK, funded from own cash-in-hand, which will be paid on closing and a share purchase price consisting of 63,773,345 new shares in PledPharma. In addition, the sellers of RTT are entitled to earnout payments based on the future net sales of Emcitate as well an earnout which is payable in connection with a potential sale of a so-called US Rare Pediatric Disease Priority Review Voucher. The Board of Directors in PledPharma has resolved, subject to the general meeting’s subsequent approval, on an issue of 63,773,345 shares to the current shareholders off RTT against payment in kind in the form of shares in RTT. The Board of Directors has further resolved, subject to the general meeting’s subsequent approval, on a fully guaranteed share issue with preferential rights for existing shareholders in the amount of approx. 200 MSEK and to propose that the general meeting authorizes the Board of Directors to resolve on an over-allotment option in the amount of approx. 50 MSEK, please refer to a separate press release for more information. The Transaction is conditioned on that the general meeting approves the Board of Directors’ resolutions regarding the rights issue and the in-kind issue. The Transaction is expected to be completed in early November 2020 provided that the condition described above has been fulfilled. The company has the intention to change its name to Egetis Therapeutics AB.