Acarix

The directed issue

As announced on August 28, 2024, Acarix entered into guarantee agreements which, together with declarations of intent, fully secured the exercise of the TO3 warrants. According to the terms in the agreements the guarantors agreed to subscribe for the number of shares corresponding to unexercised warrants in the TO3 series. According to the guarantee agreements, the subscription price for guarantors should be the same as the exercise price for the TO3 warrants, which was set to SEK 0.25 (according to the formula in the warrant terms). The guarantors include Life Science Invest Fund, Nowo Global Fund, Wilhelm Risberg, Fredrik Lundgren, Bernhard von der Osten-Sacken, and CA Own 2 AB. The reason to deviate from the shareholders’ preemptive right is to fulfill the Company’s obligation in accordance with the guarantee agreements.

As shown by the outcome of the exercise of warrants of series 3 announced on September 26, 2024, a total of 96.2 percent was subscribed by TO3 warrant holders, meaning that 3,415,857 shares should be issued and subscribed for by the guarantors. The proceeds from the new shares correspond to approx. SEK 0.9 million. To fulfill the agreements, the Board of Directors has decided to resolve on the directed issue, as authorized by the annual general meeting on May 14, 2024.

Number of shares, share capital and dilution

Through the directed share issue to the guarantors, the number of shares will increase by 3,415,857 shares to 1,063,743,780 shares (calculated as the number of shares after the issuance of shares subscribed for by the exercise of warrants of series 3). The share capital will increase by SEK 34,158.57, to SEK 10,637,437.80.

The distribution of shares to the guarantors will take place once the directed share issue has been registered with the Swedish Companies Registration Office.

The dilution for existing shareholders amounts to approximately 0.3 percent.

Advisers

Advokatfirman Lindahl KB is acting as legal advisor and Penser by Carnegie, Carnegie Investment Bank is acting as financial advisor in connection with the directed issue.

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