Issuance – iZafe Group

The board of iZafe Group AB has decided to carry out a directed issue of shares and an issue of warrants

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES, AUSTRALIA, BELARUS, HONGKONG, JAPAN, CANADA, NEW ZEALAND, RUSSIA, SWITZERLAND, SINGAPORE, SOUTH AFRICA, SOUTH KOREA OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES. PLEASE REFER TO IMPORTANT INFORMATION AT THE END OF THE PRESS RELEASE.

The board of iZafe Group AB ("iZafe Group" or the "Company") has today, April 9, 2024, with authorization from the annual general meeting on May 16, 2023, decided on a directed issue of 25,000,000 shares of series B to certain shareholders (the "Directed Issue"). The Directed Issue is carried out at a subscription price of SEK 0.20 per share, equivalent to a discount of approximately 6.0 percent to the volume-weighted average price of the Company’s shares on the Nasdaq First North Growth Market during the last five (5) trading days. The board has also, with authorization from the annual general meeting on May 16, 2023, decided on a directed issue of 25,053,288 warrants of series TO14B to the Company, which will transfer these free of charge to shareholders in relation to the number of shares held as of the record date (the “Warrants Issue”). Through the Directed Issue, iZafe Group will receive SEK 5 million before transaction costs. Upon full utilization of TO14B, the Company may receive an additional maximum of approximately SEK 7.5 million SEK before transaction costs.

The Directed Issue
The board of iZafe Group has, with authorization received at the annual general meeting of May 16, 2023, today decided to carry out a directed issue of 25,000,000 shares of series B with deviation from existing shareholders’ preferential rights. The subscription price per share amounts to SEK 0.20. The Company hereby receives approximately SEK 5 million before transaction costs. The Directed Issue is carried out to the Company’s major shareholders Patrik Björn and Stefan Wård (through company). The subscription price in the Directed Issue has been determined through arm’s length negotiations with the investors, based on the current share price of the Company’s share of series B. The subscription price corresponds to a discount of approximately 6.0 percent of the volume weighted average price of the Company's share on the Nasdaq First North Growth Market during the last five (5) trading days, from and including April 2, 2024, up to and including April 8, 2024, which amounted to approximately 0.213 SEK. Furthermore, the board has ensured the market adequacy of the subscription price in consultation with financial advisors based on current market conditions and previously indicated price levels in discussions with potential investors. Against this background, the board considers the subscription price to be market adequate.

The reason for the deviation from the shareholders' preferential right is that the Company's board considers, on the basis of an overall assessment and after careful considerations of available financing solutions, that the Directed Issue is a better alternative for the Company and its shareholders than a rights issue at prevailing market conditions. The board also assesses that it is objectively in the interest of both the Company and its shareholders to carry out the Directed Issue. The board's assessment is that the Directed Issue is the most appropriate financing solution to promptly ensure the Company's capital requirements in order to meet the increasing demand for the Company's products and to ensure the capacity for larger production volumes, which is crucial to support the Company's continued development and growth. A rights issue is deemed to entail significantly increased costs for the Company where, among other things, a possible underwriting consortium would have to be procured and would take longer time.

After consultation with financial advisors, the board also assesses that a rights issue, or a directed issue to a broader group of external investors or existing shareholders, would only be feasible at a significantly discounted share price, which under the current circumstances was judged not to be beneficial for either the Company or its shareholders. The Directed Issue enables the Company to raise capital in a fast, cost-effective, and resource-efficient manner. It also provides an opportunity to capitalize on current interest in the Company's stock among subscribers at a price that is in line with the prevailing share price, which is why subscribers are granted subscription in the Directed Issue.

In light of the above, the board assesses that the Directed Issue enables the Company to raise capital on favorable commercial terms and in a fast, cost- and resource-efficient manner. Additionally, the Directed Issue is objectively advantageous for the shareholders compared to an alternative issuance structure or financing solution. Therefore, the board considers that the reasons for deviating from the shareholders' preferential rights to outweigh the reasons justifying the general rule that new issuances should be conducted with preferential rights for shareholders.

iZafe Group's CEO, Anders Segerström, comments on the Directed Issue: "I'm pleased that our major shareholders are showing their support for the Company in this crucial phase. We see an urgent need to expand our workforce to meet the growing demand and keep pace with all the development projects we have underway. Right now, we're in a situation where our product team risks becoming a bottleneck for sales, especially as we expand our partnerships in both existing and new markets. With this injection of capital, we not only have the opportunity to hire more talent but also ensure that our production capacity isn't a limiting factor. This is crucial for swiftly launching our devices into the market. By accelerating the rollout of more units, we can increase our monthly license revenues, which is a critical factor in achieving profitability faster.”

The Warrants Issue
The board of iZafe Group has also today, with the support of authorization from the annual general meeting of May 16, 2023, decided on the Warrants Issue, whereby 25,053,288 warrants of series TO14B are issued to the Company. The warrants are issued free of charge to the Company, which will transfer them free of charge to the shareholders in the Company in relation to the number of shares that each shareholder holds on the record date for the Warrants Issue. The record date for the Warrant Issue will be announced as soon as it is determined by the board of the Company. The warrants of series TO14B are intended to be admitted to trading on the Nasdaq First North Growth Market.

Eleven (11) shares held on the record date means that shareholders are allotted one (1) warrant of series TO14B. Final distribution and allocation upon transfer of the warrants of series TO14B to iZafe Group's shareholders will take place through a separate board resolution. The Warrants Issue can provide iZafe Group with a maximum of approximately SEK 7.5 million in the event that all warrants of TO14B are exercised for subscription of new shares of series B in the Company.

Main terms of warrants of series TO14B
iZafe Group will issue a total of 25,053,288 warrants of series TO14B. One (1) warrant of series TO14B entitles the holder to subscribe for one (1) new share of series B in the Company during the period that runs from and including September 30, 2024 to and including October 14, 2024. The subscription price for shares supported by warrants of series TO14B amounts to 70 percent of the volume weighted average price of the Company's share of series B on the Nasdaq First North Growth Market during the period from and including September 13, 2024 to and including September 26, 2024, however, the share's minimum quota value (currently SEK 0.20) and a maximum of SEK 0.30.

Use of issue proceeds from the Directed Issues
The proceeds from the Directed Issue of SEK 5 million is intended to be used for the following:

Expansion of personnel in the product team
Ensuring larger production volumes
Sales and marketing activities to boost sales in existing and new markets

Number of shares, share capital and dilution
The Directed Issues result in a total dilution effect of approximately 9.1 percent of the number of shares and 8.9 percent of the votes in the Company. Through the Directed Issue, the number of outstanding shares of series B increases by 25,000,000 shares of series B, from 250,586,171 shares of series B to 275,586,171 shares of series B. The number of shares after the Directed Issue will amount to 275,586,171 shares, of which 600,000 are shares of series A and 274,986,171 are shares of series B. The Company's share capital increases by SEK approximately 5,000,000.00, from SEK 50,117,234.20 to approximately SEK 55,117,234.20.

Upon exercise of all warrants of series TO14B issued in the Warrants Issue, the number of outstanding shares will increase by an additional 25,053,288 shares, from 275,586,171 shares to 300,639,459 shares and the share capital will increase by an additional approximately SEK 5,010,657.60, from approximately SEK 55,117,234.20 to approximately SEK 60,127,891.80, implying an additional dilution of approximately 8.3 percent of the number of shares and 8.2 percent of the votes in the Company.

Notification Obligation
As a result of Patrik Björn and Stefan Wård increasing their ownership in the Company in a manner that triggers a notification obligation according to the Foreign Direct Investments Screening Act (2023:560), allocation in this part shall occur only when the investment can be executed under said law, which is expected to occur indicatively before the end of May 2024.

Advisor
Mangold Fondkommission AB is the financial advisor to iZafe Group in connection with the Directed Issue and the Warrant Issue.

Important information
The publication, disclosure, or distribution of this press release may be subject to restrictions under law in certain jurisdictions. Recipients of this press release in jurisdictions where it has been published, disclosed, or distributed should acquaint themselves with and comply with such legal restrictions. The recipient of this press release is responsible for using this press release and the information herein in accordance with applicable rules in their respective jurisdiction. This press release does not constitute an offer to, or an invitation to, acquire or subscribe for any securities in iZafe Group in any jurisdiction, either from the Company or any other entity.

This press release does not constitute an offer or invitation to acquire or subscribe for securities in the United States. The securities mentioned herein may not be sold in the United States without registration or an applicable exemption from registration under the U.S. Securities Act of 1933 ("Securities Act"), and may not be offered or sold in the United States without being registered, exempt from registration, or in a transaction not subject to the registration requirements of the Securities Act. There is no intention to register any securities mentioned herein in the United States or to make a public offering of such securities in the United States. The information in this press release may not be published, disclosed, copied, reproduced, or distributed, directly or indirectly, in whole or in part, in or to the United Kingdom, the United States, Canada, Japan, Australia, Belarus, Hong Kong, New Zealand, Russia, Switzerland, Singapore, South Africa, South Korea, or any other jurisdiction where such publication, disclosure, or distribution of this information would violate applicable laws and regulations.

Within the European Economic Area, no offer is made to the public of securities in any country other than Sweden. In other member states of the European Union, such an offer can only be made in accordance with an exception in the Prospectus Regulation (EU) 2017/1129.

Forward-Looking statements
This press release contains certain forward-looking information that reflects the Company's current view of future events as well as financial and operational development. Words such as "intended", "assessed", "expected", "may", "plans", "believes", "estimates", and other expressions that imply indications or predictions about future development or trends, and which are not based on historical facts, constitute forward-looking information. Forward-looking information is by its nature associated with both known and unknown risks and uncertainty factors because it depends on future events and circumstances. Forward-looking information does not constitute any guarantee regarding future results or development, and the actual outcome may materially differ from what is stated in the forward-looking information.

About iZafe Group AB (publ.)

iZafe Group is a Life Science company that conducts research, development and marketing of digital medical solutions and services for safer medication management at home.

The company leads the development of digital drug dispensing through the drug robot Dosell as well as the SaaS solution Pilloxa with the smart pillbox. The company's solutions reduce the risk of incorrect medication in the home, increase compliance, relieve public health care, increase the quality of life for patients and create a safer environment for relatives.

The customers consist of private individuals, pharmaceutical companies and public and private healthcare providers in Sweden, the Nordics and globally. iZafe Group primarily sells through well-established partners who already have long and deep customer relationships with the prioritized customer groups. The head office is in Stockholm.

iZafe Group AB has been listed on the Nasdaq First North Growth Market since 2018. Mangold Fondkommission AB is the company's Certified Adviser. Further information is available at www.izafegroup.com

The board of iZafe Group AB has decided to carry out a directed issue of shares and an issue of warrants

100512242 Dosell Lkemedelsautomat

iZafe announces outcome of rights issue

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED KINGDOM, THE UNITED STATES, CANADA, JAPAN, AUSTRALIA, HONG KONG, NEW ZEALAND, SWITZERLAND, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES .

iZafe Group AB (publ) ("iZafe" or the "Company") has completed the rights issue of units, consisting of shares and warrants of series TO10 B, resolved upon by the Board of Directors on September 6, 2021 (the "Rights Issue"). The Rights Issue has been subscribed for to a total of 100 percent, where approximately 43.6 percent was subscribed for by use of units rights, approximately 4.1 percent was subscribed for without use of units rights and approximately 52.3 percent was subscribed for by underwriters. The over-allotment issue described in the prospectus that was published on September 24, 2021, will not be carried out.

The subscription period in the Rights Issue ended on October 18, 2021. The final outcome shows that a total of 35,435,674 units have been subscribed for through the Rights Issue and the Company will thus receive approximately SEK 53.2 million before issue costs. Upon full exercise of all warrants of series TO10 B, the Company may be provided with an additional capital injection of up to approximately SEK 80 million after the exercise period that runs from and including September 27, 2022 to and including October 11, 2022.

Allocation of units subscribed for without the support of unit rights has taken place in accordance with what is stated in the prospectus that the Company published on September 24, 2021 due to the Rights Issue (the "Prospectus"). Notification of such allocation is announced separately by a settlement note sent out. Nominee-registered shareholders receive notification of allotment in accordance with instructions from the respective nominee.

Through the Rights Issue, the number of shares in the Company increase by 35,435,674 shares, from 35,435,674 shares to 70,871,348 shares and the share capital increase by SEK 35,435,674, from SEK 35,435,674 to SEK 70,871,348. In the event that all warrants are also fully exercised for subscription of new shares in the Company, the number of shares in the Company will increase with an additional maximum of 35,435,674 shares, from 70,871,348 shares to 106,307,022 shares, and the share capital will increase with an additional maximum SEK 35,435,674, from SEK 70,871,348 to SEK 106,307,022. Each warrant of series TO10 B entitles the holder to subscribe for one (1) new share in the Company at an exercise price corresponding to seventy (70) percent of the volume-weighted average price of the Company's share on Nasdaq First North Premier Growth Market during the period from and including September 12, 2022 to and including September 23, 2022, however a minimum of SEK 1.00 and a maximum of SEK 2.25 per share.

The Extraordinary General Meeting on September 23, 2021, resolved to authorize the Board of Directors to resolve on the over-allotment issue described in the prospectus that was published on September 24, 2021, in order to satisfy any oversubscription in the Rights Issue. However, the outcome in the Rights Issue means that the over-allotment issue will not be carried out.

Trading with BTU (Paid Subscribed Unit) takes place on Nasdaq First North Premier Growth Market until the conversion of BTU into shares and warrants after the Rights Issue has been registered with the Swedish Companies Registration Office. Registration with the Swedish Companies Registration Office is expected to take place during week 43, 2021.

In connection with the Rights Issue, a number of external investors have made underwriting commitments. For underwriting commitments made, underwriting compensation of 10 percent of the underwritten amount is paid in cash or alternatively 12 percent of the underwritten amount in the form of newly issued shares in the Company. Underwriters who wish to receive underwriting compensation in the form of newly issued shares must notify Mangold Fondkommission AB no later than 25 October, 2021. The subscription price for shares issued as underwriting compensation has been set at SEK 1.50 per share. In total, a maximum of 3,501,700 new shares may be issued as underwriters compensation to the underwriters.

Advisors
Mangold Fondkommission AB is the financial advisor to iZafe in connection with the Rights Issue. Eversheds Sutherland Advokatbyrå AB is the legal advisor to the Company in connection with the Rights Issue.

Important information
Release, announcement or distribution of this press release may, in certain jurisdictions, be subject to restrictions according to law and people in those jurisdictions, in which this press release has been announced or distributed, should inform themselves of and follow such legal restrictions. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in iZafe in any jurisdiction. Invitation to the persons concerned to participate in the Rights Issue has only taken place through the EU growth prospectus which the Company published on September 24, 2021.

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 may not be sold in the United States absent registration or an exemption from registration under the US Securities Act of 1933, as amended. The information in this press release may not be announced, published or distributed in or into the United Kingdom, the United States, Canada, Japan, Australia, Hong Kong, New Zealand, Switzerland, South Africa or in any other jurisdiction where the announcement, publication or distribution of the information would not comply with applicable laws and regulations.

Within the European Economic Area, no offer is made to the public of securities in any country other
than Sweden. In other Member States of the European Union, such an offer may only be made in
accordance with the exceptions in the Prospectus Regulation (EU) 2017/1129.

This press release contains certain forward-looking information that reflects the Company’s present view of future events as well as financial and operational development. Words such as “intend”, “assess”, “expect”, “may”, “plan”, “believe”, “estimate” and other expressions entailing indications or predictions of future development or trends, not based on historical facts, constitute forward-looking information. Forward-looking information is inherently associated with both known and unknown risks and uncertainties as it depends on future events and circumstances. Forward-looking information is not a guarantee of future results or development and actual outcomes may differ materially from the statements set forth in the forward-looking information.

About Us

iZafe Group is a Swedish Life-Science company that develops and markets medical and digital security solutions to create safer drug handling at home. The company’s digital medication dispenser Dosell reduces the risk of incorrect medication, increases security for family and relatives and relieves public care personnel. The products form a holistic concept that facilitates patient medication and gives those who are treated at home better conditions for a happy and safe life. Customers today consist of public and private care providers in Sweden, the Nordic countries and globally. iZafe Group sells primarily through well-established partners who already have long and deep customer relationships with the priority customer groups. The head office is located in Stockholm.

The company is listed on the NASDAQ First North Premier Growth Market. FNCA Sweden AB is the company's Certified Adviser. Phone: +46 (0) 8 528 00 399. E-mail: . Further information is available at www.izafe.se/investor-relations/.

iZafe announces outcome of rights issue

iZafe resolves on a fully guaranteed rights issue of units of approximately SEK 53 million

The Board of Directors of iZafe Group AB (publ) (“iZafe” or the “Company”) has today, subject to the shareholders' subsequent approval, decided to carry out of an issue of units consisting of shares and warrants with preferential rights for existing shareholders of approximately SEK 53 million (the “Rights Issue”). The Rights Issue is covered to approximately 18 percent through subscription commitments and to approximately 82 percent through underwriting commitments and is thus covered to 100 percent in total through subscription commitments and underwriting commitments. Notice to the extraordinary general meeting will be published in a separate press release.

Summary

The Board of Directors of iZafe has resolved to carry out the Rights Issue of units consisting of shares and warrants of series TO10 which, when fully subscribed, initially can provide iZafe with approximately SEK 53 million before issue costs. The resolution is subject to approval from an extraordinary general meeting in the Company. Should the Rights Issue be oversubscribed, the Board of Directors may decide to issue additional units corresponding to a value of up to approximately SEK 7 million against payment by set-off directed to an issuer of a credit facility (the "Over-Allotment Issue").
In the event of full subscription and full exercise of all warrants of series TO10 in conjunction with offered units, the Company may be provided with an additional maximum of either approximately SEK 80 million or approximately SEK 90 million, depending on whether the Over-Allotment Issue is carried out.
The Rights Issue is covered to approximately 18 percent through subscription commitments and to approximately 82 percent through underwriting commitments. Thus, the Rights Issue is covered to 100 percent in total through subscription commitments and underwriting commitments.
All existing shareholders will receive one (1) unit right for each one (1) share owned on the record date, September 30, 2021. One (1) unit right gives the right to subscribe for one (1) unit. One (1) unit consists of one (1) newly issued share and one (1) warrant of series TO10. The subscription price per unit is SEK 1.50, corresponding to SEK 1.50 per share (the warrants are issued free of charge).
The subscription period for the Rights Issue will run from October 4, 2021 to October 18, 2021.
The subscription price for subscription of shares with the support of warrants of series TO10 corresponds to 70 percent of the volume-weighted average price paid for the Company’s shares on Nasdaq First North Premier Growth Market during the period from September 12, 2022 to September 23, 2022, but not less than SEK 1.00 (the share’s quota value) and not more than SEK 2.25.
The exercise period for subscription of shares with the support of the warrants runs from September 27, 2022 to October 11, 2022.
The Rights Issue is carried out in order to be able to produce, continuously develop, sell and market Dosell to partners and consumers on a long-term and large-scale basis.

Comment from the CEO
“We are facing a number of exciting business opportunities in the coming years and need to strengthen the company financially ahead of our impending offensive expansion. Finally, as a company, we can go from being a start-up to becoming a scale-up where we launch Europe's first consumer-adapted pharmaceutical robot in Sweden and soon in Italy. We also look forward to delivering significant volumes to our partners in the Nordic region and developing sales through these so that we can adapt quickly and agile based on the needs of public care. With one leg in the consumer market and the other in the corporate market, we need to ensure long-term production, development and warehousing to fundamentally change healthcare and digitize drug management for users who want to live a safe and independent life at home longer – today and in the future”, comments Anders Segerström, CEO of iZafe.

Background and rationale in summary
iZafe is a medical technology company that develops digital solutions for easier and safer drug handling at home. The Company’s products and services reduce the risk of incorrect medication, increase security for family and relatives, and relieve public care. The Company’s main product, Dosell, is a patented digital machine that is placed in the home or within healthcare and ensures that the user receives the right medicine at the right time.

For the past two years, iZafe has streamlined its operations, invested in product development and pilot projects, and established a partner network. Thus, the Company is well positioned to grow and capitalize on the major challenges facing society today; the population is aging, an increasing amount of people are living longer lives, and the prescription of medicines to people over the age of 65 is increasing. When the increased efforts of society to digitize care are now implemented, and measures to strengthen care for the elderly are intensified, iZafe has positioned Dosell as the clear alternative.

In the late spring of 2021, an upgraded version of Dosell was launched. Dosell 2.0 is a result of the ongoing work where iZafe, together with users, partners and participants in pilot studies, exchanged experiences and documented data that provided important information for the Company’s ongoing development process. In addition to previous capabilities, Dosell 2.0 has been supplemented to meet all Medical Device Regulation requirements and includes a host of improvements and new built-in features such as a safer and simpler process, rechargeable lithium-ion batteries, an updated Dosell app and updated design that makes the product more flexible and user-friendly.

In 2021, iZafe will also be the first supplier to market and provide a consumer version of a pharmaceutical robot with drug dispensing via sachets. With the launch of Dosell Consumer, a completely new market opens which consists of the approximately 200,000 people who already medicate via sachets and the approximately 500,000 people in Sweden who medicate manually, for example using dosages. The consumer version is a subscription service that provides the opportunity to subscribe privately to a pharmaceutical robot without being dependent on the care or home service providing the equipment.

In order to be able to produce, continuously develop, sell and market Dosell to partners and consumers on a long-term and large-scale basis, the Board for iZafe has now resolved to carry out the Rights Issue.

Terms for the Rights Issue
The Board of Directors of iZafe has resolved on the Rights Issue, subject to the subsequent approval from an extraordinary meeting in the Company, in accordance with the following main terms:

All existing shareholders will receive one (1) unit right for each (1) share owned on the record date, September 30, 2021, and one (1) unit right gives the right to subscribe for one (1) unit. One (1) unit consists of one (1) newly issued share and one (1) warrant of series TO10. The subscription price per unit is SEK 1.50, corresponding to SEK 1.50 per share (the warrants are issued free of charge).
The Rights Issue entails an issue of a maximum of 35,435,674 units, corresponding to 35,435,674 shares and 35,435,674 warrants.
Upon full subscription in the Rights Issue, the Company receives approximately SEK 53 million before issue costs.
The subscription period for subscription of units will run from October 4, 2021 to October 18, 2021.
Should the Rights Issue be oversubscribed, the Board of Directors may decide to carry out the Over-Allotment Issue of additionally not more than 4,666,666 units, corresponding to a value of up to SEK 7 million, directed to Formue Nord Markedsneutral A/S which provides the credit facility raised by the Company during the first quarter of 2021. Payment in the Over-Allotment Issue will be made by way of set off.
Through the Rights Issue, the share capital may increase by a maximum of SEK 35,435,674.00, from SEK 35,435,674.00 to SEK 70,871,348.00. If the Company carries out the Over-allotment Issue, the share capital may increase by a further maximum of SEK 4,666,666.00 to a total of a maximum of SEK 75,538,014.00. Upon full exercise of the warrants covered by the Rights Issue, the share capital may increase by an additional SEK 35,435,674.00. If the Over-Allotment Issue is carried out, the share capital can instead be increased by an additional SEK 40,102,340.00 as a result of full exercise of all warrants of series TO10.
The existing shareholders in the Company who do not subscribe for units in the Rights Issue will be subject to dilution. A fully subscribed Rights issue entails a dilution corresponding to 50.0 percent. If the Over-allotment Issue is carried out, the dilution amounts to approximately 53.1 percent. The maximum increase in the number of shares in the Company as a result of full subscription of the Rights Issue and full exercise of attached warrants of series TO10 may entail a total dilution of approximately 66.7 percent. The maximum increase in the number of shares in the Company as a result of full subscription in the Rights Issue and the Over-allotment Issue, including the exercise of all pending TO10 series warrants, may entail a total dilution of approximately 69.4 percent.
The exercise period for subscription of shares with the support of the warrants will run from September 27, 2022 to October 11, 2022.
The subscription price for subscription of shares with the support of warrants of series TO10 corresponds to 70 percent of the volume-weighted average price paid for the Company’s shares on Nasdaq First North Premier Growth Market during the period from September 12, 2022 to September 23, 2022, but not less than SEK 1.00 (the share’s quota value) and not more than SEK 2.25.
In the event of full subscription and full exercise of all warrants of series TO10 in conjunction with offered units, the Company may be provided with an additional maximum of either approximately SEK 80 million or approximately SEK 90 million, depending on whether the Over-Allotment Issue is carried out.
The warrants are intended to be admitted to trading on the Nasdaq First North Premier Growth Market after final registration with the Swedish Companies Registration Office.

Subscription commitments, underwriting commitments and lock up
The Rights Issue is covered to approximately 18 percent through subscription commitments and to approximately 82 percent through underwriting commitments. In total, 100 percent of the Rights Issue is covered by subscription commitments and underwriting commitments. The subscription commitments and underwriting commitments are not secured through bank guarantees, pledge or similar arrangements. Subscription commitments have been made by a number of existing shareholders in the Company (by, among others, Chairman of the Board Joachim Källsholm, Board member Richard Wolff, CEO Anders Segerström, CFO Ida Almgren, Sales Manager Tobias Johansson, former Chairman of the Board Carl Johan Merner and the Company’s founders Göran Sjönell and Sten Röing) as well as external investors. The underwriting commitments have been provided by external investors. For the underwriting commitments, an underwriting commission of ten (10) percent of the guaranteed amount in cash compensation or twelve (12) percent of the guaranteed amount in the form of shares is paid. The subscription price for any shares issued to underwriters shall correspond to the subscription price in the issue. No compensation is paid for the subscription commitments. Furthermore, the Company's CEO, Anders Segerström, has undertaken not to sell his shares in the Company for a period of 12 months through a so-called lock-up agreement.

Prospectus
An EU growth prospectus and application form will be available before the beginning of the
subscription period on the Company's website, www.izafegroup.com.

Timetable

September 28, 2021	Last day of trading in iZafe’s shares including the right to receive unit rights
September 29, 2021	Last day of trading in iZafe’s shares excluding the right to receive unit rights
September 30, 2021	Record date for obtaining unit rights. Shareholders who are registered in the share register kept by Euroclear Sweden AB on this day, receive unit rights for participation in the Rights Issue.
October 4 – October 13 2021	Trading in unit rights on Nasdaq First North Premier Growth Market
October 4 – October 18 2021	Subscription period for the Rights Issue
October 21, 2021	Estimated date for publication of issue results

Important information
Release, announcement or distribution of this press release may, in certain jurisdictions, be subject
to restrictions according to law and people in those jurisdictions, in which this press release has been
announced or distributed, should inform themselves of and follow such legal restrictions. This press
release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any
securities in iZafe in any jurisdiction. Invitation to the persons concerned to participate in the Rights
Issue will only take place through the EU growth prospectus which the Company intends to publish
in connection with the Rights Issue.

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 may not be sold in the United
States absent registration or an exemption from registration under the US Securities Act of 1933, as
amended. The information in this press release may not be announced, published or distributed in
or into the United Kingdom, the United States, Canada, Japan, Australia, Hong Kong, New Zealand,
Switzerland, South Africa or in any other jurisdiction where the announcement, publication or
distribution of the information would not comply with applicable laws and regulations.

This press release contains certain forward-looking information that reflects the Company’s present
view of future events as well as financial and operational development. Words such as “intend”,
“assess”, “expect”, “may”, “plan”, “believe”, “estimate” and other expressions entailing indications
or predictions of future development or trends, not based on historical facts, constitute forwardlooking
information. Forward-looking information is inherently associated with both known and
unknown risks and uncertainties as it depends on future events and circumstances. Forward-looking
information is not a guarantee of future results or development and actual outcomes may differ
materially from the statements set forth in the forward-looking information.

About Us

iZafe resolves on a fully guaranteed rights issue of units of approximately SEK 53 million

Board of directors of iZafe Group resolves in favour of offset issue

Stockholm, Sweden – iZafe Group AB (publ) (NASDAQ First North: IZAFE B), a leading Life Science company focused on the digitalisation of healthcare, is announcing that the board of directors of iZafe Group AB (“iZafe” or “the company”) has today resolved to execute a new share issue.

Supported by the authorisation granted by the 2020 annual general meeting, the board of directors has today resolved to execute an offset issue (issue of shares in consideration for debt) directed at Sten Röing, who has a claim against the company of SEK 862,500 in total.

The offset issue will comprise a maximum of 349,190 Class B shares and will increase shares outstanding from 34,078,510 to 3,494,010 divided among 600,000 Class A shares and 34,341,010 Class B shares.

The subscription price for the offset issue will be SEK 2.47 per Class B share. The subscription price corresponds to the volume weighted average price, calculated as the daily volume-weighted price paid on Nasdaq Premier Growth Markets for Class B shares in the company during a period of 10 trading days immediately preceding the date of the board resolution, with a discount of five percent.

The board has elected to waive shareholders’ pre-emptive rights because the offset issue will strengthen the company’s financial position in a timely and cost-effective manner.

About Us

iZafe Group is a Swedish med-tech company that develops and markets medical and digital security solutions to create safer drug handling at home. Our digital medicine dispenser Dosell reduces the risk of incorrect medication, increases security for family and relatives and relieves public care personnel. Our products form a holistic concept that facilitates patient medication and gives those who are treated at home better conditions for a happy and safe life.

Board of directors of iZafe Group resolves in favour of offset issue