Q&A delisting from Oslo Axess

Serodus ASA applied the 29th of November 2016 for a delisting from Oslo Axess. As the company has emphasized an open and transparent process we have developed a Q&A about the possible delisting based on actual queries from some of our stakeholders.

Question: Why is delisting an option?

Answer: A biotech company like Serodus is 100% dependent on funding from investors. On this basis, we consider it important to continuously evaluate the financial platform. During the past two years Serodus has performed two public/private placements that did not provide the required funding. Together with clear feedback from a number of potential investors who were not willing to invest in public companies. Consequently, the Board of Directors has decided to apply for a delisting. We expect a delisting will enable Serodus to reach a sustainable financial solution.

Question: When was it decided to explore the options of delisting?

Answer: The company has presented its projects to both the pharmaceutical industry and investors with a good feedback. However, the company has all along received a skepticism towards the benefits of the current listing. After the completion of the private placement during the summer of 2016 where the participants almost exclusively were current shareholders the Board of Directors decided to evaluate the financing model including the listing at Oslo Axess.

Question: What happens to my shares?

Answer: In case of a delisting, your shares will not be transferred from the Norwegian VPS, that will continue to remain the share register for Serodus shares. At any time, you will be able to access the Register to check your shares.

Question:  Will I have to redeem my shares?

Answer: No, you can keep your shares if you so wish.

Question: Will I have right of redemption of shares?

Answer: No, but you can sell your shares according to the general rules for shareholder transactions applicable to all limited companies. However, as a private company there will not be an established marketplace to trade your shares.

Question: What happens after delist?

Answer: If the application for a delisting is approved by Oslo Stock Exchange the company will remain listed on Oslo Axess in a period of 2-3 months following the decision. A last day of public trading at Oslo Axess will be announced. A delisting process will be transparent and follow the official procedure for Oslo Børs.

Question: Does it differ having shares in a listed company from having shares in an unlisted company?

Answer: The main difference will be that you no longer have a public market place – Oslo Axess – to value and trade your shares.

Question: How will the company be financed going forward?

Answer: Serodus has entered into discussions with some of the largest shareholders in order to finance the company through 2017 with positive feedback. Consequently, the Board of Directors received a proxy for establishing a convertible loan in order to have the necessary flexibility both for the company and the shareholders/participants in the loan. Shareholders may participate in the convertible loan. Terms and timeline will be announced at a later stage.

The company will furthermore continue to address life science investors for a private placement in the company in order to finance Phase 2b in Diabetic Nephropathy and other development programs.

Please do not hesitate to contact our CFO, Tore Kvam at tore.kvam@serodus.com if the below does not answer your questions.