Press release from Companies

Publicerat: 2025-05-28 17:30:00

Cessatech A/S: Cessatech announces intention to carry out a directed share issue ahead of U.S. commercial launch

  • A directed share issue of minimum DKK 10 million to certain institutional and professional investors through an accelerated bookbuilding process will begin immediately. 

  • Net proceeds from the directed issue are expected to be used for accelerating U.S. commercialization following finalization of U.S. manufacturing setup during 2025. 

On 28 of May, Cessatech A/S, CVR no. 41293055 (“Cessatech” or the “Company”) announces its intention to carry out a directed issue of minimum DKK 10 million at market price to institutional and other professional investors with the purpose of strengthening the Company’s financial position ahead of U.S. launch of CT001. (the “Directed Issue”). Subscription in the Directed Issue will begin immediately and will be completed through an accelerated bookbuilding process led by Cessatech’s financial advisor Sedermera Corporate Finance AB (“Sedermera”) as sole bookrunner. 

Background 
Cessatech has continued to make progress, and the Company has achieved several key development and regulatory milestones during the first half of 2025. Some of the key achievements include receiving positive MDR assessment for CT001 and the completion of the final out of five studies under the EMA approved PIP program. Earlier today Cessatech announced positive top-line data from the 0202 study, which met its primary endpoints. The Company is now looking to complete the final preparations together with license partner Proveca before the CT001 EMA submission, which is expected before the end of the year.  

The completion of the 0202 study marks the fourth out of the five goals set out in Cessatech’s 2023-2025 plan, with only commercial launch of CT001 in the U.S. under the FDA early access program remaining. The Company is currently finalizing the U.S. manufacturing setup, which will enable the Company’s partner to release CT001 for distribution and begin marketing activities. Although there have been obstacles in the U.S. set up, the Company anticipates launching during 2025. 

To strengthen Cessatech’s financial position ahead of the launch and hence improve financial flexibility and allow for additional investments into U.S. commercial activities following the launch together with commercial partner Ventis Pharma, the board of directors have today resolved to investigate the possibility of carrying out a directed issue of minimum DKK 10 million to institutional and professional investors.  

The Directed Issue
The Directed Issue is intended to be carried out at market price to institutional and other professional investors with deviation from the shareholders' preferential rights, pursuant to the authorization set out in article 3.2.1 in Cessatech’s articles of association. 

The subscription price and the number of shares to be issued will be determined through an accelerated bookbuilding procedure that will be initiated immediately after the publication of this press release. The outcome of the accelerated bookbuilding procedure, pricing and allotment of new shares is expected to be announced no later than stock market opening on 2 June 2025.  

The time for closing of the accelerated bookbuilding process, pricing of the shares, and allotment in the Directed Issue will be determined unilaterally by the board of directors in the Company, who may at any time shorten, extend, increase, reduce, or cancel and refrain from carrying out the Directed Issue in whole or in part.  

The new shares will, if issued, be equal, in all aspects with the existing shares in Cessatech. This means that all shares, including any new shares, will be negotiable instruments, that no restrictions will apply to transferability and that no shares carry any special rights. The rights conferred by the new shares, including voting rights and dividend rights, will apply from the time when the capital increase is registered with the Danish Business Authority.  

Advisors 
Cessatech has engaged Sedermera Corporate Finance AB as financial advisor and sole bookrunner and Elmann Advokatpartnerselskab as legal advisor in connection with the Directed Issue. 

This disclosure contains information that Cessatech is obliged to make public pursuant to the EU Market Abuse Regulation (EU nr 596/2014). The information was submitted for publication, through the agency of the contact person, on 28-05-2025 17:30 CET.  

IMPORTANT INFORMATION 
The publication, release or distribution of this press release may be restricted in certain jurisdictions. Recipients of this press release in jurisdictions where this press release has been published or distributed should inform themselves about and observe any such restrictions. This announcement does not constitute an offer to the public, or a solicitation of any offer, to buy or subscribe for any securities of the Company in any jurisdiction. This document has not been approved by any authority in any jurisdiction and does not constitute a prospectus within the meaning of Regulation (EU) 2017/1129 (the “Prospectus Regulation”). No prospectus has been or will be prepared in connection with the Directed Issue. In any EEA Member State, this communication is only addressed to and is only directed at “qualified investors” in that Member State within the meaning of the Prospectus Regulation.   

The information contained in this press release is for background purposes only and does not purport to be full or complete. No reliance may or should be placed by any person for any purpose on the information contained herein or its accuracy or completeness. Neither the Company nor any of its affiliates, advisors or representatives accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this press release (or whether any information has been omitted). 

The information in this press release may not be announced, published, copied or distributed, directly or indirectly, in the United States, Canada, Japan, Australia, Hong Kong, New Zealand, Singapore, South Africa or any other jurisdiction where the announcement, publication or distribution of the information would not comply with applicable laws and regulations or would require a prospectus, registration or other measures than those required by Danish law.  

This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, registration under the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of such securities in the United States. 

This announcement does not constitute an invitation to underwrite, subscribe for or otherwise acquire or dispose of any securities in any jurisdiction. This press release does not constitute a recommendation for any investor's decision regarding the Directed Issue. Each investor or potential investor should conduct its own investigation, analysis and evaluation of the business and information described in this press release and any publicly available information. The price and value of the securities may go down as well as up and past performance is no guide to future results. Neither the contents of the Company's website nor any other website accessible through hyperlinks on the Company's website are incorporated into or form part of this press release.  

Forward-looking statements 
This press release contains forward-looking statements that reflect the Company's intentions, beliefs or expectations regarding the Company's future results of operations, financial condition, liquidity, performance, prospects, anticipated growth, strategies and opportunities and the markets in which the Company operates. Forward-looking statements are statements that are not historical facts and can be identified by the use of words such as “believes”, “expects”, “anticipates”, “intends”, “estimates”, “will”, “may”, “anticipates”, “should”, “could” and, in each case, the negatives thereof, or similar expressions. The forward-looking statements in this press release are based on various assumptions, many of which are based on additional assumptions. Although the Company believes that the assumptions reflected in these forward-looking statements are reasonable, there can be no assurance that they will materialize or that they are accurate. Because these statements are based on assumptions or estimates and are subject to risks and uncertainties, actual results or outcomes could differ materially from those in the forward-looking statements for a variety of reasons. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this press release by the forward-looking statements. The Company does not guarantee that the assumptions underlying the forward-looking statements contained in this press release are accurate and any reader of this press release should not place undue reliance on the forward-looking statements contained in this press release. The information, opinions and forward-looking statements expressed or implied herein are made only as of the date of this press release and may be subject to change. 


This disclosure contains information that Cessatech is obliged to make public pursuant to the EU Market Abuse Regulation (EU nr 596/2014). The information was submitted for publication, through the agency of the contact person, on 28-05-2025 17:30 CET.

For more information about Cessatech, please contact:
Jes Trygved, CEO
Phone: +45 9387 2309
E-mail: jes.trygved@cessatech.com
www.cessatech.com

About Cessatech
Cessatech A/S is a Danish pharmaceutical company committed to developing and commercializing evidence-based and innovative medicines for children for the treatment of paediatric acute pain. Its lead asset (CT001) is an analgesic nasal spray for the treatment of acute and planned painful procedures in children. The advantages include needle-free administration, easy administration, a fast-acting therapeutic effect, and being medically approved for children. CT001 is at its pivotal stage of clinical development, and CT002 is at the early development phase.

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