Press release from Companies
Published: 2025-01-06 08:30:00
COPENHAGEN, Denmark, 06 January 2025 – The Board of Directors of DanCann Pharma A/S (SS: DANCAN) ("DanCann Pharma" or the "Company"), a Danish company powered by cannabinoids, announces that the Company will convene an extraordinary general meeting with a proposal to change the nominal value of the shares of the Company (from nominally DKK 0.001 to DKK 1.00) by way of a reverse share split in the ratio 1,000:1. The notice of the extraordinary general meeting setting out further details of the reverse share split and has been published in a separate press release
To reduce the running costs, the Company has evaluated the current shareholder structure, which is one of the biggest cost for DanCann Pharma of being publicly listed due to the costs paid to banks for the depots that hold the DanCann Pharma shares. This cost is around DKK 300,000 annually.
Today DanCann Pharma has around 5,000 shareholders, of which approx. 20% holds less than 1,000 shares (a value less than DKK 3.00), which means that the annual cost of the depots in many cases exceeds the value of the shares in the depot. Through a consolidation of shares at a ratio 1.000:1, the Company can reduce the number of depots, and thereby realize a cost reduction of minimum DKK 60,000 annually (estimate is based on current shareholder structure). The final cost reduction depends on how many depots that are ultimately are eliminated in connection with the share consolidation.
In addition to being a cost reduction, this measure is also expected to contribute to market stabilization due to the reduced supply in circulation. Over time, the Company has accumulated a large pool of shares through multiple issuances, which will now be reduced through the consolidation of shares.
Practical details:
A consolidation of shares means that 1,000 shares (of nominally DKK 0.001) are exchanged to 1 (one) new share (of nominally DKK 1.00) in DanCann Pharma. Shareholdings below 1,000 shares and excess shares (i.e. any remaining shares that cannot be consolidated into a whole number of shares) will be redeemed in cash by the Company at a predetermined share price of DKK 0.0023 per share of nominally DKK 0.001. Shareholders who hold below 1,000 shares at the day of the consolidation will therefore be fully redeemed and no longer be shareholders in DanCann Pharma. Shareholders who hold more than 1,000 shares will get 1 share for every 1,000 shares, and any excess shares (not divisible by 1,000) will be redeemed in cash at the predetermined share price.
The share price for the redemption of shares is based on the volume-weighted average share price during the latest 5 trading days up to (but not including) today on which the notice convening the extraordinary general meeting is given (i.e. during the period 23 December 2024 – 3 January 2025). Based on the volume-weighted average share price, the share price for redemption is set at DKK 0.0023 per share (of nominally DKK 0.001).
Examples:
If the proposal is adopted at the extraordinary general meeting, the consolidation will be executed after the expiry of a 4-week period after the general meeting (precise dates will be communicated at that time). During the 4-week period up to the consolidation date, shareholders can trade shares if they wish to adapt their shareholdings in connection with the consolidation (including for the purpose of owning enough shares to match the above-mentioned conversion ratio before the redemption and share consolidation take effect).
Based on current share structure, DanCann Pharma expects to redeem shares at a total value between DKK 30,000 and DKK 50,000. The redeemed shares are expected to be kept until further decision will be taken at the coming annual general meeting.
Further information about the proposal from the board is described in the notice convening the extraordinary general meeting, which will be announced separately following this announcement.
For further information regarding the Rights Issue, please contact:
Jeppe Krog Rasmussen, CEO
E-mail: jkr@dancann.com
About DanCann Pharma A/S
DanCann Pharma A/S (SS: DANCAN) was founded in 2018 and is a Danish biopharmaceutical Company powered by cannabinoids.
DanCann Pharma A/S (SS: DANCAN) is listed on the Spotlight Stock Market in Copenhagen/Stockholm.
For more information, visit: www.dancann.com
Forward-looking-statement:
Some statements in this release may contain forward-looking information. All statements, other than of historical fact, that address activities, events, or developments that the Company believes, expects, or anticipates will or may occur in the future (including, without limitation, statements regarding potential acquisitions and financings) are forward-looking statements. Forward-looking statements are generally identifiable by use of the words "may", "will", "should", "continue", "expect", "anticipate", "estimate", "believe", "intend", "plan" or "project" or the negative of these words or other variations on these words or comparable terminology.
Forward-looking statements are subject to several risks and uncertainties, many of which are beyond the Company's ability to control or predict, that may cause the actual results of the Company to differ materially from those discussed in the forward-looking statements. Factors that could cause actual results or events to differ materially from current expectations include, among other things, without limitation, the inability of the Company, to obtain sufficient financing to execute the Company's business plan; competition; regulation and anticipated and unanticipated costs and delays, the success of the Company's research strategies, the applicability of the discoveries made therein, the successful and timely completion and uncertainties related to the regulatory process, the timing and outcomes of regulatory or intellectual property decisions and other risks disclosed in the Company's public disclosure record on file with the relevant securities regulatory authorities.
Although the Company has attempted to identify important factors that could cause actual results or events to differ materially from those described in forward-looking statements, there may be other factors that cause results or events not to be as anticipated, estimated or intended. Readers should not place undue reliance on forward-looking statements. The forward-looking statements included in this presentation are made as of the date of this presentation and the Company does not undertake an obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities legislation.