Public issue of series C shares with pre-emptive rights from 1 to 60,400,000 shares successfully completed! Over PLN 6 million raised

We are creating a new standard in public health.
Automating hospitals.

Subscriptions for C shares with pre-emptive rights in the management tranche will run from 3 July 2025 to 16 July 2025.

Information on the results of the Public Offering and the allocation of shares in MedTech Solutions S.A. with its registered office in Warsaw on 17 July 2025.

Management tranche running from 3.07.2025 to 16.07.2025.

In order to join the offer in the tranche of invitations directed by the Management Board, you must be a client of DM INC S.A. between 3-16.07.2025. ("Brokerage"). In order to do so, you must enter into an order acceptance and transmission agreement (hereinafter the "PPZ Agreement") with the Brokerage and, within the scope of the PPZ Agreement, undergo an assessment of the suitability of the brokerage's acceptance and transmission service to determine whether you are in the target audience of da offered shares.

1. for prospective clients of the Brokerage:

Step 1: Write to Brokerage INC S.A. via the form at the bottom of the page: https://www.dminc.pl/kontakt/ in the subject line with MedTech Solutions. A Brokerage employee will contact you.

Step 2: Go through the procedure preparing to conclude the PPZ Agreement. If the verification is positive, sign the agreement in accordance with the instructions provided by an employee of Brokerage INC.

Step 3: Complete the Enrolment Form and sign it with a qualified signature, EPUAP trusted profile or handwritten signature and deliver it electronically to the email address: emisje@dminc.pl or in person at the Brokerage (ul. Abpa A. Baraniaka 6 in Poznań).

Step 4: Pay up to and including 16.07.2025 the full amount for the subscription to the bank account of INC Brokerage S.A. indicated in the body of the Subscription Form.

The conclusion of a PPZ agreement with the Brokerage is free of charge. The Brokerage does not charge commissions on transactions in which it acts as an intermediary.

2. for future clients of the Brokerage:

Step 1: Write to Brokerage INC S.A. via the form at the bottom of the page: https://www.dminc.pl/kontakt/ in the subject line with MedTech Solutions. A Brokerage employee will contact you.

Step 2: Fill in the Subscription Form and sign it with a qualified signature, EPUAP trusted profile or by hand and deliver it electronically to the e-mail address: emisje@dminc.pl or in person to the registered office of the Brokerage House (ul. Abpa A. Baraniaka 6 in Poznań).

Step 3: Pay up to and including 16.07.2025 the full amount for the subscription to the bank account of INC Brokerage S.A. indicated in the body of the Subscription Form.

The correct submission of the subscription determines the booking of the payment for the shares in the Brokerage's bank account by 16.07.2025. If the payment is not booked, the subscription will be invalid.

Subscriptions for the remaining Series C Shares not covered by the exercise of pre-emptive rights and after taking into account additional subscriptions, made by investors selected by the Board of Directors, will be accepted from 3.07.2025 to 16.07.2025.

Pursuant to Article 436 § 4 of the Code of Commercial Partnerships and Companies, Series C Shares will be allotted by the Issuer's Management Board at its discretion, but at a price not lower than their issue price.

Subscriptions for the remaining Series C Shares by investors selected by the Management Board will be accepted by Dom Maklerski INC S.A. in a manner agreed with the Investment Firm.

The detailed distribution arrangements are described in Section 4.4.11 of the Information Memorandum dated 5.06.2025.

Documents to download

Information memorandum

Supplement 1 to the Information Memorandum

Investor presentation

List of amendments No. 1 to the Investor Presentation

Subscription form for individuals in the basic and additional subscription tranche
Subscription form for legal persons in the basic and additional subscription tranche
Enrolment form for individuals
in the management tranche
Enrolment form for legal persons
in the management tranche
Financial statements for 2024
Management report for 2024
Auditor's report for 2024
Report for Q1. 2025

About MedTech Solutions S.A

It is a rapidly growing company listed on the NewConnect market, operating at the intersection of modern technology and the medical sector. The overarching goal of MedTech Solutions S.A. is to provide hospitals and the healthcare sector with advanced medical technologies and breakthrough medical devices.

Update from the CEO

Pillars of activity

Distribution of medical devices
exclusive distribution of high-end implants and surgical instruments
Consulting services

specialised consultancy in the area of design, validation and certification of modern medical technologies

Design and implementation of intelligent IT systems for the healthcare sector

launching proprietary solutions using AI to optimise processes in the healthcare system

Innovative solutions dedicated to the healthcare sector:

  • Data verification and therapy safety support through an intelligent hospital quality management system
  • Big data analysis and optimisation of blood and blood component management through the RedPulse project
  • Supporting patient eligibility for clinical trials through the use of natural language processing (NLP) solutions
  • Automation of the registration process and reduction of errors
  • Data verification and therapy safety as the foundation of a quality management system
  • Integration of RFID tags for better identification and access to medical data
  • Real-time management of medical information - the RedPulse project
  • Patient eligibility support system for clinical trials: Reduce the time to verify AND qualify patients for a trial and gain universal access to information about ongoing trials through the use of AI algorithms, including natural language processing (NLP).

The company's ambitious strategy for 2025-2027:

  • Acquisitions in the medtech and healthtech areasto expand its portfolio of products and services,
  • Development of infrastructure and expansion into new foreign marketswith a focus on Europe and Asia,
  • Development of proprietary systems using artificial intelligence to improve healthcare.

As part of an update to its growth strategy, MedTech Solutions SA has launched an issue of up to 60,400,000 series C shares, z retention of pre-emptive rights for existing shareholders.

Subscriptions for shares run until 23 June 2025.

The investment firm in the trial is Dom Maklerski INC S.A. (www.dminc.pl). The Public Offering is being conducted on the electronic investment platform at the following address www.platforma.dminc.pl. If you prefer a one-to-one meeting with the Management Board of MedTech Solutions S.A., please contact Brokerage INC S.A. directly. (www.dminc.pl).

Strong management team

Jarosław Kaim

President of the Management Board

A leader with extensive experience in implementing innovative projects at the intersection of medicine and new technologies, CEO of the start-up AIDA Diagnostics, which develops solutions based on AI algorithms to support clinical decision-making in haematology

Michał Janiszewski

Vice-President of the Management Board

Experienced physician-entrepreneur, digital health leader with over 10 years of experience in the pharmaceutical industry, former manager from the medical division of AstraZeneca Pharma Poland, co-founder of the startup AIDA Diagnostics

High-ranking experts on the Supervisory Board

Krzysztof Łanda

Former Deputy Minister of Health of the Republic of Poland and former member of the Council of the National Centre for Research and Development, who has many years of experience in health policy management and cooperation with public institutions. In the structures of MedTech Solutions, he is responsible for the content side and for the implementation of a strategy based on the development of medical technology and networking, largely with state institutions.

Mariusz Furmanek

Former Head of the Civil Defence of the Republic of Poland and the Office of Crisis Management, and former Undersecretary of State at the Ministry of the Interior and Administration. Since 2002, owner of the Institute of Risk Management. At MedTech Solutions, he is responsible for risk management and the development of cooperation with the Military University of Technology, as well as the implementation of medical technologies for the military.

Key projects and partnerships

1

RedPulse - a national system using artificial intelligence to manage blood supplies.

The answer to the challenges of transfusion safety and blood loss and scarce availability in Polish hospitals. A system based on AI, Big Data analysis and medical RFID immortals for blood group identification will find application in medical facilities for civilians and for the military. The project may be extended to further EU countries.

Blood under control? With RedPulse, every drop will go where it's needed!

Project milestones:
Q2 2026

planned completion of RedPulse prototype system

Q3 2026.

implementation of the MVP in a pilot healthcare unit testing in a near-real-life environment

2

Support system for patient eligibility for clinical trials

MedTech Solutions SA is researching and developing a cloud-native architecture-based platform that uses language models to analyse unstructured medical data and descriptions of clinical trial protocols. Through the use of advanced natural language processing (NLP) and machine learning techniques, the system automates the process of matching patients to trials, transforming the data into comparable records to enable an initial search for candidates. This solution not only reduces the time it takes to identify participants, but also increases recruitment coverage, reduces operational costs for study sites and improves the selection of valuable study sites.

3

Partnership with GPC Medical, India's largest manufacturer of orthopaedic equipment

(present in 110+ countries). Collaboration enables access to global markets and development of innovative products 

  • The first operations using medical products from GPC Medical Limited are planned for 2025.
  • MedTech Solutions assumes that, as a result of the newly concluded contract, it will achieve sales in the first year of the contract at a level of PLN 3 million.
  • MedTech has obtained exclusive distribution of GPC in Poland, with the possibility to expand into the main EU markets: Germany, France, Italy, Spain, the UK, Sweden and the Netherlands.

4

Military University of Technology

The collaboration with WAT enables MedTech Solutions to develop innovative AI algorithms and validate them in an academic environment AND forms the foundation of our R&D activities.

5

Hospital network

MedTech Solutions is in the process of building a network of collaborating medical facilities. Its aim will be to test and implement proprietary solutions in a real clinical environment. Entering into a partnership with a network of hospitals will provide invaluable insight into the practical aspects of healthcare, helping to tailor the specifics and operation of our proprietary IT solutions to the needs of medical facilities.

This we have already done since the beginning of 2025

01

We have entered into a strategic partnership with India's largest manufacturer, GPC Medical

MedTech Solutions S.A. has been granted exclusive rights to distribute orthopaedic products and spinal implants on the Polish market, with the prospect of expanding cooperation to further EU countries

02

Real-time management of medical information - the RedPulse project

MedTech Solutions, in collaboration with the Eastern ICT Cluster, is developing the RedPulse project - an innovative system for real-time management of blood and patient data. A key element of the system are electronic patient identifiers based on RFID technology (so-called 'medical immortals'), which contain encoded clinical information - such as blood group, rh factor, and ultimately also data on health status or medications taken.

03

We have created a growth strategy for the period2025-2027, in which we focus on the commercialisation of our own medical solutions from the areas of digitisation and automation, as well as the distribution of medical devices

In its new strategy, MedTech Solutions aims to implement acquisition plans in segments with high growth potential, implement concluded agreements and establish strategic partnerships, and raise capital to support the continuation of dynamic growth.

04

We have expanded the management structure with the addition of Michal Janiszewski, a physician-innovator from AstraZeneca and AIDA Diagnostics, who has taken on the role of Vice President of the company's Management Board

05

Krzysztof Łanda, former Deputy Minister of Health, and Mariusz Furmanek, former Head of National Civil Defence and Undersecretary of the Ministry of the Interior and Administration, have joined the Supervisory Board of MedTech Solutions S.A.

Valued experts with extensive backgrounds in private and public institutions, who have gained experience over the years in the areas of crisis management, health strategies and the organisation of national defence systems, will now support the development AND supervision of our activities, contributing to further professionalisation and operational efficiency in the automation of medical care.

06

We have our first order from a public hospital

First orders for the supply of orthopaedic surgery medical products to the public medical facility of the Independent Public Health Care Institution of the Pisz County Hospital. The implementation of the MedTech Solutions range of products at the public hospital is the first step towards expanding sales channels, increasing the scale of operations and gaining PLN 3 million from the sale of medical products in year 1 of the contract with GPC Medical.

https://inwestycje.pl/biznes/medtech-solutions-ma-pierwsze-zamowienie-od-publicznego-szpitala/

Ambitious operational targets

  • Sale of medical devices to 15 hospitals (10 public, 5 private) by Q2 2026 and expansion of distribution reach to 30 hospitals by the end of 2027.  
  • Launch the sale of medical devices and realise the first operation using them in 2025. Expected return on investment within two years of the start of operations;
  • Maintain sales growth from the second year of operation at a minimum of 15% per year.

2025

Distribution start-up, AI prototypes

2026

MVP, consulting services start-up

2027

Commercialisation of AI systems, expansion into the EU

Medical device distribution - milestones:

  • 2025 r. - launch of sales of medical devices
  • 2025 r. - first operations using medical products from GPC Medical
  • PLN 3 million - the assumed value of sales in the first year from the conclusion of the agreement with GPC Medical
  • Q2 2026. - Acquisition of customers from among 10 public hospitals and 5 private hospitals
  • Q4 2027. - Increase distribution coverage to 30 hospitals
  • 2nd year from start-up - achieving a return on investment
  • 15% - annual sales growth from year 2 of operation

Global health technology market

The global market for AI in medicine

Issue of series C shares

MedTech Solutions S.A. has embarked on its next phase of growth by launching an issue of up to 60,400,000 series C ordinary bearer shares with pre-emptive rights for existing shareholders.

Parameter Value / Information
Type of issue
Issue of series C shares with pre-emptive rights
Number of shares offered
up to 60,400,000 units
Issue price
PLN 0.10 per share
Record date
5 June 2025.
Proportion of coverage
1 share = 1 pre-emptive right = right to take up 4 C shares
Quotation market
NewConnect
EGM on the issue of
26 May 2025.

Offer schedule

Record date and publication of the Information Memorandum
5 June 2025
Commencement of acceptance of subscriptions in exercise of pre-emptive rights and of additional subscriptions
9 June 2025
Completion of acceptance of subscriptions in exercise of pre-emptive rights and additional subscriptions.
23 June 2025
Allotment of Offer Shares subscribed by the exercise of pre-emptive rights and by additional subscription
2 July 2025
Acceptance of subscriptions for Offered Shares not covered by the exercise of pre-emptive rights and in additional subscriptions by entities responding to the invitation of the Issuer's Management Board
3 - 16 July 2025
Allocation of shares to entities responding to the invitation of the Issuer's Management Board
17 July 2025

Issue price

The Issue Price of Series C Shares is PLN 0.10 (ten cents) per New Issue Share.

The Issue Price of the Series C Shares was determined on the basis of Resolution No. 3 of the Extraordinary General Meeting of Shareholders of MedTech Solutions Spółka Akcyjna with its registered office in Warsaw, dated 26 May 2025, on increasing the Company's share capital through the issue of Series C shares by closed subscription (i.e. with retention of the pre-emptive right of existing shareholders), the determination of 5 June 2025 as the date for the pre-emptive right of series C shares, the introduction of shares to trading in the alternative trading system operated by the Warsaw Stock Exchange under the name of NewConnect, and amendments to the Company's Articles of Association.

Issuer's issue objectives

Through the Public Offering, we aim to raise PLN 6.04 million. A detailed breakdown of the funds is shown in the table.

Description of the issue objective Expected circulation Expected time
use of funds
Securing liquidity in medical device trading
PLN 1 400 000
By the end of 2027.
Financial security for the development of R&D projects, including: 1 phase of work related to the development of IP systems with AI algorithms for the area of bloodstock and for process automation in the field of documentation
PLN 1 640 000
By the end of 2026.
Acquisitions of medtech entities (as of the date of the Memorandum, there are no discussions in this regard)
PLN 1 000 000
By the end of 2027.
Current operations and settlement of the Company's liabilities
2 000 000 PLN
By the end of 2026.
Total
PLN 6,040,000

Terms of issue

The share capital is increased:
  • from PLN 1,510,000.00 to an amount of not less than PLN 1,510,000.10 and not more than PLN 7,550,000.00, i.e. by an amount from PLN 0.10 to a maximum of PLN 6,040,000.00.
The capital increase will take place through the issue of Series C ordinary bearer shares:
  • number of shares: from 1 to 60,400,000,
  • nominal value per share: PLN 0.10.
C shares:
  • will be ordinary bearer shares with no special rights,
  • will be covered entirely by cash contributions,
  • Issue price: PLN 0.10 per share.
Subscription rights:
  • vested in shareholders holding shares in the Company as at 5 June 2025,
  • 1 share = 1 subscription right,
  • 1 subscription right = possibility to subscribe for 4 C shares.

Shareholding structure of the Issuer as of the Memorandum Date

Shareholder Number of shares and number of
votes at the AGM
Percentage share (%) in number of shares
and votes at the AGM
Jarosław Kaim
1.511.510
10,01%
M. Nowak Family Foundation
3.288.490
21,78%
Others
10.300.000
68,21%
Total
15.100.000
100,00 %

Shareholding structure of the Issuer, assuming that all the Offered Shares are acquired

Shareholder Number of shares and number of
votes at the AGM
Percentage share (%) in number of shares
and votes at the AGM
Total shareholders of existing series
15.100.000
20%
Offered Shares
60.400.000
80%
SUMA
75.500.000
100%

The public offering is conducted by Brokerage INC S.A. and the subscription takes place via an electronic investment platform at:
www.platforma.dminc.pl. If you are interested in an individual meeting with the Management Board of MedTech Solutions SA, please contact Brokerage INC S.A. directly. (www.dminc.pl).

Subscription Rights and Additional Subscription Tranche running from 9.06.2025 to 23.06.2025.

Step 1: A shareholder holding shares in the Company at the end of 5.06.2025 is entitled to exercise the Pre-emptive Right.

Step 2: When you access your brokerage account, you should see a tab for "Rights Issue", "Public Offerings" or similar in the list of services.

Step 3: Once you have accessed the relevant tab, submit your subscription according to the procedure specific to each brokerage house.

INC Brokerage does not accept subscription under the Subscription Right.
Subscriptions for Series C Shares on the basis of Pre-emptive Rights must be made on the Subscription Deadline at branches (customer service points):
  • brokerage house (office) maintaining the securities account in which the Pre-emptive Rights are registered,
  • brokerage house (office) indicated by the bank maintaining the securities account in which the Pre-emptive Rights are registered.

Subscriptions for Series C Shares under the exercise of pre-emptive rights and additional subscriptions will commence on 9.06.2025 and will be accepted until 23.06.2025.

The detailed rules of distribution are described in chapter 4 para. 4.11 of the Information Memorandum dated 5.06.2025.

Subscription on the basis of Pre-emptive Rights and Additional Subscription may be made during the business hours of the institutions accepting subscriptions and paid for in a manner consistent with the rules of these institutions. The Subscriber must take into account additional restrictions on the part of the institutions accepting subscriptions for Series C Shares, such as accepting subscriptions at limited times, in specific locations or the need to pay additional fees. 

For this reason, the Issuer advises all persons entitled to subscribe for Series C Shares to familiarise themselves in advance with the terms and conditions of acceptance of subscriptions by the brokerage houses maintaining their securities accounts or the brokerage houses designated by the banks maintaining their securities accounts.

In the event that all Series C Shares are not subscribed for as part of the exercise of the pre-emptive right and after taking into account additional subscriptions, subscriptions, if any, for the remaining Series C Shares, made by investors selected by the Board, will be accepted from 3-16.07.2025. Pursuant to Article 436 § 1-3 of the Code of Commercial Partnerships and Companies, the Series C Shares will be allotted by the Issuer's Management Board at its discretion, but at a price not lower than their issue price.

If, as part of the exercise of the pre-emptive right and after taking into account additional subscriptions, not all Series C Shares are subscribed for, subscriptions, if any, for the remaining Series C Shares placed by investors selected by the Management Board will be accepted by the Brokerage House INC S.A. (Investment Firm) in a manner agreed with the Investment Firm.

Management tranche running from 3.07.2025 to 16.07.2025.

In order to join the offer in the tranche of invitations directed by the Management Board, you must be a client of DM INC S.A. between 3-16.07.2025. ("Brokerage"). In order to do so, you must enter into an order acceptance and transmission agreement (hereinafter the "PPZ Agreement") with the Brokerage and, within the scope of the PPZ Agreement, undergo an assessment of the suitability of the brokerage's acceptance and transmission service to determine whether you are in the target audience of da offered shares.

1. for prospective clients of the Brokerage:

Step 1: Write to Brokerage INC S.A. via the form at the bottom of the page: https://www.dminc.pl/kontakt/ in the subject line with MedTech Solutions. A Brokerage employee will contact you.

Step 2: Go through the procedure preparing to conclude the PPZ Agreement. If the verification is positive, sign the agreement in accordance with the instructions provided by an employee of Brokerage INC.

Step 3: Complete the Enrolment Form and sign it with a qualified signature, EPUAP trusted profile or handwritten signature and deliver it electronically to the email address: emisje@dminc.pl or in person at the Brokerage (ul. Abpa A. Baraniaka 6 in Poznań).

Step 4: Pay up to and including 16.07.2025 the full amount for the subscription to the bank account of INC Brokerage S.A. indicated in the body of the Subscription Form.

The conclusion of a PPZ agreement with the Brokerage is free of charge. The Brokerage does not charge commissions on transactions in which it acts as an intermediary.

2. for future clients of the Brokerage:

Step 1: Write to Brokerage INC S.A. via the form at the bottom of the page: https://www.dminc.pl/kontakt/ in the subject line with MedTech Solutions. A Brokerage employee will contact you.

Step 2: Fill in the Subscription Form and sign it with a qualified signature, EPUAP trusted profile or by hand and deliver it electronically to the e-mail address: emisje@dminc.pl or in person to the registered office of the Brokerage House (ul. Abpa A. Baraniaka 6 in Poznań).

Step 3: Pay up to and including 16.07.2025 the full amount for the subscription to the bank account of INC Brokerage S.A. indicated in the body of the Subscription Form.

The correct submission of the subscription determines the booking of the payment for the shares in the Brokerage's bank account by 16.07.2025. If the payment is not booked, the subscription will be invalid.

Subscriptions for the remaining Series C Shares not covered by the exercise of pre-emptive rights and after taking into account additional subscriptions, made by investors selected by the Board of Directors, will be accepted from 3.07.2025 to 16.07.2025.

Pursuant to Article 436 § 4 of the Code of Commercial Partnerships and Companies, Series C Shares will be allotted by the Issuer's Management Board at its discretion, but at a price not lower than their issue price.

Subscriptions for the remaining Series C Shares by investors selected by the Management Board will be accepted by Dom Maklerski INC S.A. in a manner agreed with the Investment Firm.

The detailed distribution arrangements are described in Section 4.4.11 of the Information Memorandum dated 5.06.2025.

Contact with the Brokerage

Would you like to find out more?
Read what the media are writing!

Konrad Książak - Stock Exchange, Money, Investment
Investor newsletter
Marcin Podlacki - Observe, Invest, Earn!
Investors zone
Medonet
Health policy
Dziennik.pl
Business PAP

Intermediary in the Public Offering

Brokerage INC S.A.
Archbishop Antoni Baraniak 6
61-131 Poznań
e-mail: platforma@dminc.pl
Go to

You have a question
concerning emissions?

DISCLAIMER

A public offering of MedTech Solution S.A. Shares is being made:

  • based on the Information Memorandum available at the link below,
  • exclusively within the territory of the Republic of Poland.

Outside the territory of the Republic of Poland, the Information Memorandum must not be construed as an offer to purchase or an offer to sell Shares or as an intention to solicit offers to purchase Shares in any other jurisdiction where to do so would be contrary to applicable regulations.

The information and documents posted on this website are not intended for publication or distribution outside the Republic of Poland. Neither the Information Memorandum nor the shares covered by it have been the subject of registration, approval or notification in any country other than the Republic of Poland - in particular the United States of America.

By using any of the links below, you are confirming that the person performing this activity:

  • is not located in the territory of the United States of America or in the territory of any other country the law of which makes it unlawful to consult such material,
  • is not a resident of the United States (U.S. Person) within the meaning of Regulation S of the U.S. Securities Act of 1933, as amended (U.S. Securities Act of 1933), nor does he represent or act for the account of such person,
  • has read and understood the objections posted above.

If you have any questions, please contact us via the form on www.dminc.pl/kontakt with "MedTech Solutions S.A." in the subject line.