Tisdag 20 Januari | 19:49:28 Europe / Stockholm
2024-12-06 15:00:00
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, WITHIN OR TO THE UNITED STATES, AUSTRALIA, BELARUS, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SOUTH AFRICA, RUSSIA, SOUTH KOREA, SWITZERLAND OR IN ANY OTHER JURISDICTION WHERE SUCH RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES. Hørsholm, Denmark, 6 December 2024 - Today ExpreS2ion Biotech Holding AB ("ExpreS2ion" or the "Company") announces the outcome of the exercise of warrants of series TO 10, which were issued in connection with the Company's rights issue of units in 2024. In total, 22,322,680 warrants of series TO 10 were exercised, corresponding to approximately 69 percent of the total number of outstanding warrants of series TO 10, for subscription of 558,067 shares at an exercise price of SEK 17.91 per share. ExpreS2ion will receive approximately SEK 10 million before issuing costs through the exercise of the warrants of series TO 10.

Background
ExpreS2ion completed a rights issue of units during the third quarter of 2024. Within the scope of the rights issue, ExpreS2ion issued 30,046,672 warrants of series TO 10. Furthermore, ExpreS2ion issued an additional 2,175,000 warrants of series TO 10 to guarantors in the rights issue who chose to receive guarantee compensation in units.

Prior to recalculation of the warrants of series TO 10, one (1) warrant of series TO 10 gave the owner the right to subscribe for one (1) new share in the Company. Following the recalculation of the warrants, forty (40) warrants of series TO 10 gave the owner the right to subscribe for one (1) new share in the Company. The exercise price for the warrants of series TO 10 was defined as 70 percent of the volume-weighted average price in the Company's share on Nasdaq First North Growth Market during the measurement period, from 1 November 2024 to 14 November 2024, but not less than the share's quota value (SEK 4.444444) (previously SEK 0.111111) and not more than SEK 60 (previously SEK 1.5) per share after recalculation. During the measurement period, the volume-weighted average price in the Company's share was approximately SEK 25.59, therefore the exercise price for the warrants of series TO 10 was set to SEK 17.91.

Outcome
In total, 22,322,680 warrants of series TO 10 were exercised for subscription of 558,067 shares, meaning that approximately 69 percent of all outstanding warrants of series TO 10 were exercised for subscription of shares and that ExpreS2ion receives approximately SEK 10 million in gross proceeds.

Exercised warrants of series TO 10 have been replaced with interim shares (IA), pending registration with the Swedish Companies Registration Office. The interim shares are expected to be converted to shares within approximately three weeks.

Number of shares, share capital and dilution
Through the exercise of the warrants of series TO 10, the number of shares in ExpreS2ion increases by 558,067 shares to a total of 2,658,346 shares. The share capital will increase by SEK 2,480,297.782278 to SEK 11,814,871.132548.

For existing shareholders who did not exercise any warrants of series TO 10, the dilution amounts to approximately 21 percent based on the number of shares following exercise of the warrants of series TO 10.

CEO Bent U. Frandsen's comments:
“We are grateful for the continued support from our investors during this warrant subscription process. The funds raised will provide important resources to further advance our strategic priorities, including the recently approved Phase I clinical trial for our HER2-expressing cancer vaccine. This approval marks a major milestone for ExpreS2ion and reflects our commitment to driving innovation in the fight against cancer. While we remain focused on executing our plans and delivering value to our shareholders, we also recognize the challenges in today’s market environment and are committed to managing our resources effectively to achieve meaningful progress.”

Advisors
Vator Securities acts as financial advisor and issuing agent to the Company in connection with the transaction. Advokatfirman Schjødt is the Company's legal advisor in connection with the transaction.

Certified Adviser
Svensk Kapitalmarknadsgranskning AB