Rights Issue 2024

DanCann Pharma is a Danish biopharmaceutical company powered by cannabinoids, licensed for distribution of medicinal cannabis medicines.

DanCann Pharma currently operates a complete setup with the necessary licenses in the GxP-sphere for the manufacturing of cannabis intermediate products based on the import of products from third parties. All activities are conducted under the Danish Pilot Programme for medicinal cannabis in Denmark.

In 2023, DanCann Pharma sold more than 14,000 packages of medicine to Danish patients.

25%
repayment of loan
50%
product submissions
25%
market development

Background and motive

DanCann Pharma announced a strategic pivot in the autumn last year, influenced by macroeconomic shifts and a dip in market valuation, prompting a refocus and decision to prioritise the part of the business that focuses on sourcing, importing, and distributing, particularly the regulatory aspects of the Danish market.

DanCann Pharma’s adjusted strategy is founded on an asset-light business plan designed for optimal capital efficiency. It reflects the commitment to a sustainable future, one that benefits both the patients and the financial well-being of the Company.

DanCann Pharma has implemented the strategy with a streamlined team, targeting breakeven during Q4-2024, while continuing its distribution of existing Rx products and planning to introduce new offerings in the pipeline.

To achieve this and secure the necessary capital, the Company is now conducting this Rights Issue. This initiative is primarily driven by (1) new submissions, where the Company aims to introduce 4-6 new cannabinoid medicines under the Pilot Programme during 2024-2025, and (2) the aim to rebuild the Company’s capital structure, including the elimination of outstanding debt and current convertible bonds.

The Offer in Summary

Offer and issue volume:

The Offer is comprised by a maximum of 1,832,907,879 new shares of the Company, each of a nominal value of DKK 0.01, and in the event of full subscription of the Rights Issue, the share capital of the Company will be increased by nominally DKK 18,329,078.79 (equivalent to a total issue of 1,832,907,879 new shares).

In the event of full subscription of the Rights Issue, the Company’s gross proceeds will be DKK 18,329,078.79 (before transaction costs).

Subscription rights:

The new shares are offered to the public with pre-emptive subscription rights (“Pre-Emptive Rights”) for existing shareholders. Each holder of existing shares registered with Euronext Securities on 10 June 2024 (the record date) at 5:59 pm CET as a shareholder in the Company will be allocated eleven (11) Pre-Emptive Rights for each existing share. For each (1) Pre-Emptive Right, the holder is entitled to subscribe for 1 new share at a subscription price of DKK 0.01 per new share.

Subscription price:

The subscription price in the Rights Issue amounts to DKK 0.01 per share.

Subscription period:

The subscription period of the Rights Issue will commence on 11 June 2024 at 9:00 am CET and will close on 24 June 2024 at 5:00 pm CET.

Trading with rights:

The Rights Trading Period (the period in which Pre-Emptive Rights can be traded) commences on 7 June 2024 at 9:00 a.m. CET and closes on 20 June 2024 at 5:00 pm CET.

Underwriting guarantees:

DanCann Pharma has received guarantee commitments (i.e. commitments to subscribe for shares) of approximately DKK 8.959 million, which corresponds to approx. 48.88% of the issue volume, of which (i) approximately DKK 5.5 million consists of bottom-up guarantee commitments, and (ii) approximately DKK 3.459 million consists of top-down guarantee commitments.

Enterprise value:

The Rights Issue is based on a pre-money valuation of the Company of DKK 1,666,279.89 (the total number of shares of the Company being 166,627,989 as of today, and subscription price is DKK 0.01 per share).


Documents:

- DanCann Pharma - Memorandum - RI2024
- DanCann Pharma - Tegningsblanket - RI2024
- DanCann Pharma - AoA (17.04.2024) - RI2024
- DanCann Pharma - Annual Report 2023 - RI2024
- DanCann Pharma - Annual Report 2022 - RI2024