Spago Nanomedical Resolves on a Rights Issue of Approximately SEK 25 million to Advance Tumorad
NOT INTENDED FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, HONG KONG, JAPAN, CANADA, SWITZERLAND, SINGAPORE, SOUTH AFRICA OR NEW ZEALAND OR IN ANY OTHER JURISDICTION WHERE SUCH RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR OTHER ACTIONS IN ACCORDANCE WITH APPLICABLE LAW. PLEASE SEE "IMPORTANT INFORMATION" AT THE END OF THE PRESS RELEASE.
LUND, SE / ACCESS Newswire / October 29, 2025 /Spago Nanomedical (STO:SPAGO.ST)(FRA:7UX.F) - The Board of Directors of Spago Nanomedical AB (publ) ("Spago Nanomedical" or the "Company") has today, with the support of the authorization received at the Annual General Meeting on May 14, 2025, resolved on a new issue of shares with preferential rights for the Company 's existing shareholders of approximately SEK 25 million before issue costs (the "Rights Issue"). The purpose of the Rights Issue is to cover the initial working capital requirements for the continued development of Tumorad, including, among other things, dose escalation in the Phase I part and preparations for the Phase IIa part of the study, including exploring opportunities for development paths in indications with potential for orphan drug designation (ODD). The Company has received subscription commitments from major shareholders, board members, and members of the Company 's management team, which together correspond to approximately 62 percent of the Rights Issue.
The Tumorad development program aims to give more cancer patients the opportunity for treatment with effective radionuclide therapy. The drug candidate 177 Lu-SN201 is based on the clinically effective isotope lutetium-177 linked to the Company 's unique and clinically validated nanomaterial. Clinical data from the Company 's ongoing Phase I/IIa study, Tumorad-01, show acceptable safety and visible tumor uptake of 177 Lu-SN201, which according to the independent Data Monitoring Committee (DMC) can be seen as proof-of-concept for Tumorad and thus indicates that 177 Lu-SN201 may be a potential new treatment for cancer.
Summary of the Rights Issue
Holders of shares in the Company will receive one (1) subscription right for each share held on the record date. Ten (10) subscription rights entitle the holder to subscribe for nine (9) new shares.
The subscription price per share is SEK 0.08. Upon full subscription in the Rights Issue, the Company will receive approximately SEK 25 million before issue costs.
The subscription period runs from November 7, 2025 up to and including November 21, 2025.
The record date for entitlement to participate in the Rights Issue is November 5, 2025. The last day of trading in the share with entitlement to receive subscription rights in the Rights Issue is November 3, 2025.
Prior to the Rights Issue, the Company has received subscription commitments from the existing shareholders Cidro Förvaltning AB (wholly owned by Peter Lindell), Mikael Lönn, Eva Redhe, Tiel Ridderstad, Filippa Lindström, Andreas Bunge and Maria Rankka, as well as from board members, and members of the Company 's management team. The subscription commitments amount to a total of approximately SEK 15.5 million, which corresponds to approximately 62 percent of the Rights Issue.
Background and reasons for the Rights Issue
During the fall, the Company has taken a decisive step forward in the development of 177 Lu-SN201. Based on a review of data from all patients treated to date in the ongoing Phase I/IIa study, Tumorad-01, which confirms Tumorad 's previously good safety profile, the independent Data Monitoring Committee (DMC) concluded in October that the maximum tolerated dose (MTD) had not yet been reached and recommended a further dose increase in the study. Together with the observation of visible tumor uptake, which confirms that the Company 's platform technology works for the delivery of radiation to tumors and which, according to the DMC, may constitute proof-of-concept in humans, this marks a significant breakthrough for the program and represents an important transition to the next phase in the Company 's clinical development.
Interest in radiopharmaceuticals continues to grow globally, driven by medical advances and significant industrial investments. Spago Nanomedical 's technology platform and the clinical data the Company is now generating differentiate Spago Nanomedical in this rapidly growing field. The combination of promising clinical safety and demonstrated tumor uptake in cancer patients places Tumorad in an attractive position, and the Company sees significant potential shareholder value in advancing the development of Tumorad to the next development phase.
Use of issue proceeds
The proceeds from the Rights Issue, approximately SEK 25 million (before issue costs), are intended to be used to cover the initial working capital requirements for the continued development of Tumorad, including, among other things, dose escalation in the Phase I part of the study and preparations for the Phase IIa part of the study, including exploring opportunities for development paths in indications with potential for orphan drug designation (ODD).
Comment from Spago Nanomedical 's CEO, Mats Hansen:
"The DMC 's recommendation and the tumor uptake demonstrated in humans are historic milestones for the Tumorad program and put the Company in a whole new position. These advances provide important support for continued development and may open up development paths in new indications with the possibility of orphan drug designation, which could facilitate both upcoming studies and future commercialization. This makes Tumorad more attractive for partnerships. The purpose of the Phase I part of the study is to achieve the highest possible dose while maintaining good safety, as this may increase the chances of achieving the desired effect on the tumors. It is therefore very positive that the DMC has given the go-ahead for a further dose increase. We are now raising capital to maximize the chances of success with Tumorad by increasing the dose further as well as to prepare for the Phase IIa part of the study and, in parallel, to evaluate the possibilities for development as an orphan drug. With demonstrated tumor accumulation and promising safety, Tumorad is well positioned for the next phase of development".
Subscription commitments
The Company has received subscription commitments from the existing shareholders Cidro Förvaltning AB (wholly owned by Peter Lindell), Mikael Lönn, Eva Redhe, Tiel Ridderstad, Filippa Lindström, Andreas Bunge, and Maria Rankka, as well as from board members and members of the Company 's management team, totaling approximately SEK 15.5 million, which corresponds to approximately 62 percent of the Rights Issue. The subscription commitments are not secured by bank guarantees, blocked funds, pledges, or similar arrangements, and no compensation will be paid for the subscription commitments.
Exemption from mandatory bid obligation
Peter Lindell, through Cidro Förvaltning AB, has entered into a subscription commitment to subscribe for 40.7 percent of the shares in the Rights Issue, corresponding to Cidro Förvaltning AB 's pro rata share. If Cidro Förvaltning AB fulfills its subscription commitment, its ownership following the new share issue will amount to approximately 40.7 percent of the shares and votes in the Company, provided that the Rights Issue is fully subscribed.
On October 25, 2025, Peter Lindell and related parties were granted an exemption from the mandatory bid obligation by the Swedish Securities Council for the situation where Peter Lindell and related parties ' share of the votes in the Company increases due to the Rights Issue not being fully subscribed.
Issue costs
The issue costs for the Rights Issue are estimated to amount to approximately SEK 1 million.
Terms and conditions of the Rights Issue
Spago Nanomedical 's Board of Directors has today, with support of the authorization from the Annual General Meeting on May 14, 2025, resolved on a new issue of shares with preferential rights for existing shareholders of approximately SEK 25 million, before issue costs.
The new shares will be issued at a subscription price of SEK 0.08 per share. No brokerage fee will be charged. The Company 's existing shareholders have preferential rights to subscribe for new shares in proportion to their existing holdings. Those who are registered as shareholders in the Company 's share register maintained by Euroclear Sweden AB on the record date on November 5, 2025, will receive one (1) subscription right for each existing share. Ten (10) subscription rights entitle the holder to subscribe for nine (9) new shares. Subscription for shares in the Rights Issue shall take place during the period from November 7, 2025, up to and including November 21, 2025.
In the event that not all shares are subscribed for on the basis of subscription rights, the Board of Directors shall, within the framework of the maximum number of shares that may be issued in the Rights Issue, resolve on allotment of shares subscribed for without subscription rights as follows. Primarily, to those who have also subscribed for shares based on subscription rights (regardless of whether the subscriber was a shareholder on the record date or not) and, in the event of oversubscription in relation to the number of subscription rights that each person has exercised for the subscription of shares and, to the extent that this is not possible, by drawing lots. Secondly, to others who have applied for subscription of shares in the Rights Issue without subscription rights and, in the event that they cannot obtain full allocation, in proportion to the number of shares each has applied for subscription and, to the extent that this is not possible, by drawing lots.
Trading in subscription rights will take place on Nasdaq First North Growth Market during the period from November 7, 2025, up to and including November 18, 2025, and trading in BTA 's (paid subscribed shares) is expected to take place on Nasdaq First North Growth Market during the period from November 7, 2025, to around December 9, 2025.
November 3, 2025 | Last day of trading in the share, including the right to receive subscription rights |
November 4, 2025 | First day of trading in the share excluding the right to receive subscription rights |
November 5, 2025 | Record date for the Rights Issue |
November 6, 2025 | Estimated date for publication of information document |
November 7 - 18, 2025 | Trading in subscription rights on Nasdaq First North Growth Market |
November 7 - 21, 2025 | Subscription period |
November 7 - around December 9, 2025 | Trading in BTA 's (paid subscribed shares) on Nasdaq First North Growth Market |
Around November 24, 2025 | Estimated date for publication of the outcome of the Rights Issue |
Information document
In connection with the Rights Issue, the Company will prepare an information document in accordance with Article 1.4 db of Regulation (EU) 2017/1129 of the European Parliament and of the Council (the" Prospectus Regulation "). The information document will be prepared in accordance with the requirements of Annex IX to the Prospectus Regulation and will be published by the Company before the start of the subscription period. The information document is expected to be published on the Company 's website, www.spagonanomedical.se , around November 6, 2025.
Shares and dilution
Provided that the Rights Issue is fully subscribed, the share capital will increase by SEK 3,133,765.80, from SEK 3,481,962.06 to SEK 6,615,727.86 through the new issue of 313,376,580 shares, which means that the total number of shares will increase from 348,196,206 to 661,572,786, corresponding to a dilution effect of approximately 47.4 percent of the share capital and the number of votes.
Existing shareholders who do not participate in the Rights Issue have the opportunity to compensate themselves financially for this dilution by selling their subscription rights no later than November 18, 2025.
For further information, please contact Mats Hansen, CEO Spago Nanomedical AB, +46 46 811 88, mats.hansen@spagonanomedical.se
Spago Nanomedical AB is a Swedish company in clinical development phase. The company´s development projects are based on a platform of polymeric materials with unique properties for more precise treatment and diagnosis of cancer and other debilitating diseases. Spago Nanomedical´s share is listed on Nasdaq First North Growth Market (ticker: SPAGO). For further information, seewww.spagonanomedical.se.
FNCA Sweden AB is the Certified Adviser of the company.
This information is information that Spago Nanomedical is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out above, at 2025-10-29 08:40 CET.
IMPORTANT INFORMATION
This press release does not constitute and is not part of an offer to sell securities. Copies of this press release are not and may not be distributed, published or sent to the United States, Australia, Hong Kong, Japan, Canada, Switzerland, Singapore, South Africa or New Zealand or within any other jurisdiction where the distribution of this press release would be unlawful or would require registration or other measures. This press release is for informational purposes only and does not constitute a prospectus or other offer for sale or invitation to an offer to purchase any securities in the United States or any other jurisdiction. Securities that may be issued in connection with the transaction referred to in this press release will not be registered under the U. S. Securities Act of 1933, as amended (the " Securities Act" ), and will therefore not be offered or sold in the United States.
This press release does not constitute a prospectus pursuant to Regulation (EU) 2017/1129 of the European Parliament and of the Council (the" Prospectus Regulation "). This press release does not contain and does not constitute an invitation or offer to acquire, sell, subscribe for or otherwise trade in shares, subscription rights or other securities in Spago Nanomedical in the United States or elsewhere. The invitation to relevant persons to subscribe for shares in Spago Nanomedical will only be made through the information document that Spago Nanomedical intends to publish on the Company 's website. The information document will include, among other things, significant risk factors. This press release has not been approved by any regulatory authority and does not constitute a prospectus. Investors should not subscribe for or purchase securities referred to in this press release except on the basis of the information that will be contained in the information document to be published.
The topics discussed in this press release may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and can be identified by the use of words such as "believe", "expect", "anticipate", "intend", "estimate", "will", "may", "continue", "should", and similar expressions. Forward-looking statements in this press release are based on various assumptions, many of which are in turn based on further assumptions. Although Spago Nanomedical believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, unforeseen events, and other important factors that are difficult or impossible to predict and are beyond its control. Such risks, uncertainties, unforeseen events and other important factors may cause actual events to differ materially from the expectations expressed or implied in this press release through such forward-looking statements. The information, opinions, and forward-looking statements contained in this press release are only valid as of the date of this press release and are subject to change without notice.
The Company considers that it conducts activities that are subject to protection under the Screening of Foreign Direct Investments Act (2023:560) (the" FDI Act "). Consequently, an investment in shares in the Rights Issue (other than on the basis of preferential rights) that results in an investor acquiring a shareholding equal to or exceeding a threshold value of 10, 20, 30, 50, 65, or 90 percent or more of the total number of votes in the Company after the completion of the Rights Issue, must be reported to the Swedish Inspectorate for Strategic Products (" ISP" ) prior to the investment and, if applicable, to the corresponding authority in accordance with legislation in another jurisdiction, and may not be carried out before the ISP and, if applicable, another corresponding authority in another jurisdiction, has taken no action on the report or approved the investment. Each investor should consult an independent legal advisor regarding the possible application of the FDI Act in relation to the Rights Issue for the individual investor. For more information, please visit the ISP website,www.isp.se , or contact the Company.
Attachments
Spago Nanomedical resolves on a rights issue of approximately SEK 25 million to advance Tumorad
SOURCE: Spago Nanomedical
View the original press release on ACCESS Newswire
© 2025 ACCESS Newswire. All Rights Reserved.
