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STATEMENT OF CLARIFICATION – Lifecare signs joint venture to develop and digitize technologies

Posted: 17/01/2020
STATEMENT OF CLARIFICATION – Lifecare signs joint venture to develop and digitize technologies
STATEMENT OF CLARIFICATION

Lifecare AS’ Board would like to clarify and substantiate the notice published
on the stock exchange on 15 January 2020:

Lifecare AS and IMS Capital Partners GmbH have established Digital Diagnostics
AG to complete Lifecare AS’ sensor technology, Sencell. The agreement between
the parties entails that IMS Capital Partners GmbH will finance the completion
of Sencell, so that Lifecare AS does not need the planned capital increase in
the second half of 2020. Lifecare AS keeps all its rights to its existing IP and
has full access to future IP. 

By IMS Capital Partners GmbH investing EUR 7,500,000 as working capital in
Digital Diagnostics AG, Sencell will be further developed and completed. In
return, Lifecare AS will give Digital Diagnostics AG a license agreement for
Lifecare AS’ technology and IP in all business areas beyond Lifecare AS’
business area (long-term continuous glucose monitoring of patients with diabetes
type 1 and 2). The license is not exclusive to Digital Diagnostics AG, but
Digital Diagnostics AG expects great value creation as a result of immediate
access to the Lifecare technology. This value creation will benefit all
shareholders. Digital Diagnostics AG will be owned 50,1 % by IMS Capital
Partners GmbH, 25 % by Lifecare AS and 24,9 % by the company’s employees and
Board. 

When Lifecare AS’ sensor technology is developed, Lifecare AS will have full
ownership of the original IP that has been developed up until 15 January 2020.
Lifecare AS will also have unlimited rights to utilize all technology and IP
developed through the cooperation with Digital Diagnostics AG, for use within
Lifecare AS’ business area. 

For Lifecare AS’ shareholders the joint venture with IMS Capital Partners GmbH
entails:  

• Lifecare AS’ costs to further develop Sencell is covered through Digital
Diagnostics AG, which is financed by  
  IMS Capital Partners GmbH. 
• Therefore, there is no need for the planned capital increase in Lifecare AS in
the second half of 2020. 
• Through a 25% ownership in Digital Diagnostics AG, Lifecare AS’ shareholders
will have the opportunity to be part 
  of the further value creation in Digital Diagnostics AG.
• Lifecare AS’ business continues as planned, with significantly reduced costs.
• The shareholder composition in Lifecare AS will not change as a result of the
agreement. IMS Capital Partners GmbH will not get ownership in Lifecare AS.