ExpreS2ion publishes prospectus in connection with its rights issue of units

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, WITHIN OR TO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SOUTH AFRICA, 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. FOR MORE INFORMATION, SEE THE SECTION IMPORTANT INFORMATION BELOW.

Hørsholm, Denmark, 5 June 2024 – On 2 May 2024, the Board of Directors of ExpreS2ion Biotech Holding AB (“ExpreS2ion” or the “Company”) resolved, conditional upon approval from the general meeting, to carry out a new issue of units consisting of shares and warrants of series TO 10 and TO 11 (“Units”) with preferential rights for the Company’s existing shareholders (the “Rights Issue”). On 5 June 2024, the Annual General Meeting approved the Board of Directors' resolution to carry out the Rights Issue. The Company will upon full subscription in the Rights Issue receive initial proceeds of approximately SEK 60 million before deduction of transactions costs. The Board of Directors of ExpreS2ion has in connection with the Rights Issue, and prior to the subscription period, which commences on 12 June 2024, prepared a prospectus which today has been approved by the Swedish Financial Supervisory Authority (Sw. Finansinspektionen) (the “SFSA”). The prospectus has been published on the Company's website and is available in Swedish and English.

Publication of the prospectus

For complete information about the Rights Issue, please refer to the prospectus that has been prepared by the Company and that today has been approved by the SFSA. The prospectus is available in Swedish and English on ExpreS2ion’s website (https://investor.expres2ionbio.com/) and will also be available on the SFSA's website (https://fi.se/sv/vara-register/prospektregistret/). The prospectus will be passported to Denmark and will thus also be available for Danish investors.

The Rights Issue in brief

• The subscription price has been set to SEK 1.00 per Unit, corresponding to SEK 1.00 per share. The warrants of series TO 10 and warrants of series TO 11 are issued free of charge. Upon full subscription in the Rights Issue, the Company will receive initial proceeds of approximately SEK 60 million before deduction of transaction costs.
• Upon full subscription in the Rights Issue, the net proceeds from the Rights Issue will be used for (i) ES2B-C001 clinical phase initiation and progression, (ii) discovery pipeline and platform development, (iii) early preclinical development of a cytomegalovirus vaccine candidate, (iii) internal costs related to grant-sponsored projects and (iv) working capital including discovery pipeline and platform development.
• Existing shareholders in ExpreS2ion as of the record date, 10 June 2024, will receive seven (7) unit rights for each existing share. Six (6) unit rights entitle to subscription of one (1) Unit in the rights issue.
• In total, a maximum of 59,972,451 Units can be issued. Each Unit consists of one (1) share, one (1) warrant of series TO 10 and one (1) warrant of series TO 11, which means that a maximum of 59,972,451 shares, 59,972,451 warrants of series TO 10 and 59,972,451 warrants of series TO 11 can be issued.
• The subscription period runs from and including 12 June 2024 until and including 27 June 2024.
• Warrants of series TO 10 can be exercised for subscription of shares in the Company during the period from and including 20 November 2024 until and including 4 December 2024. Warrants of series TO 11 can be exercised for subscription of shares in the Company during the period from and including 18 September 2025 until and including 2 October 2025.

Timetable for the Rights Issue

Advisors

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

Certified Adviser
Svensk Kapitalmarknadsgranskning AB

The information was sent for publication, through the agency of the contact persons set out above, at the time stated by the Company’s news distributor, Cision, at the publication of this press release.