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Teaser ENG translation for Rights Issue

07 June 2021 - 12:47

Following is a direct translation from Eurocine Vaccines AB Rights Issue teaser document (original available in Swedish). Translation was provided by Eurocine Vaccines AB for IPOhub.

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Page1:

Invitation to subscribe for units in Eurocine Vaccines AB

IMPORTANT INFORMATION

The following summary is not an offer but should be seen as an introduction to Eurocine Vaccines AB's ("Eurocine Vaccines" or "Eurocine") prospectus and does not necessarily contain all the information for an investment decision to be made. The investor is recommended to take part of the prospectus, which is available in Swedish at Eurocine´s website (www.eurocine-vaccines.com/investors) before making an investment decision, to take part of the potential risks associated with the decision to invest in the securities. Eurocine Vaccines AB, corporate identity number 556566-4298.

Page2:

Eurocine Vaccines´ Vaccine Pipeline

- for the development of vaccines that meet considerable medical needs

Eurocine Vaccines develops vaccines for human and veterinary use. The company's business strategy is to develop vaccine projects into clinical phase, in order to secure clinical proof-of-concept, and to enter into commercial agreements with one or more major pharmaceutical companies at the appropriate time of the development. Eurocine Vaccines´ overall goal is to create a development portfolio with a continuous flow of vaccine candidates in different phases, where each candidate can meet important needs and has a great market potential.

Eurocine Vaccines identifies, evaluates, selects and enters agreements on vaccine antigens for further development within its vaccine portfolio based on of a number of factors such as medical needs, market potential, patent protection and technical feasibility. The vaccines are developed based on the company's extensive knowledge and experience in the field of vaccines and the technology platform Endocine™.

During 2020, Eurocine Vaccines successfully entered a research and collaboration agreement with Spixia Biotechology AB regarding vaccine antigens against chlamydia. The company now works actively, together with partners, with upscaling and preparations for a clinical study. Eurocine Vaccines´ vaccine candidate focuses the immune response to relevant parts of the chlamydia bacterium. The antibodies that the vaccine produces, binds to the same parts of the chlamydia bacterium´s surface, as do protective antibodies. The vaccine candidate has demonstrated positive immunological effects in several preclinical models and in preclinical in vivo studies, the chlamydia vaccine candidate has been shown strongly immunogenic after intramuscular injection of both low and high dose.

To meet the regulatory requirements for a finished product and to optimize the candidate for manufacturing at industrial scale, the company has recently designed an adapted variant of the active protein in the vaccine. Two different doses of the vaccine candidate have been evaluated preclinically, where both doses showed good immunogenicity. Eurocine Vaccines intends to develop an industrially scalable manufacturing process in the near future, to ensure high-quality delivery for future studies with the chlamydia vaccine candidate. The manufacturing method can thus be qualified and quality assured early for future upscaling and commercialization, which in turn significantly reduces the risk in connection with outlicensing and technology transfer to a commercial manufacturing plant.

The need for a safe and effective chlamydia vaccine has been identified by some of the major vaccine companies and research is presently conducted by a few actors. Overall, the board and management of Eurocine Vaccines assess that a preventive vaccine against chlamydia has great market potential and a clear interest from major pharmaceutical companies.

The company is now conducting a capitalization, which will finance most of the preparatory activities before the first clinical study with the vaccine candidate against chlamydia. In addition, the capitalization will finance business development, partly with the aim of preparing potential partners for the chlamydia vaccine candidate, and partly for identification and evaluation of additional vaccine candidates.

The Technology Platform Endocine™

The company develops and provides its vaccine adjuvant platform Endocine™ for the development and enhancement of vaccines. Endocine™ can also be offered to other companies that want to develop adjuvanted vaccines. Eurocine´s technology platform has shown good safety in nasal vaccination of humans in

five clinical trials with over 400 subjects and to

  • Work preclinically as both an injected and nasal adjuvant to strengthen the effect of vaccines.
  • Save vaccine antigen by achieving an immunological effect with a lower quantity of antigen.
  • Be compatible with vaccine antigens from several different pathogens (such as viruses, certain bacteria, etc.).
  • Be compatible with different types of vaccine antigens, with for example different structure, size or chemistry.

Page 3:

The offering in summary

Subscription period: 7 June – 21 June 2021.


Preferential subscription right: Shareholders in the Company as per the record date 3 June 2021, have a preferential right to subscribe for units in the rights issue, in relation to previous holdings, whereby one (1) existing share entails the receipt of one (1) unit right. The last day of trading, including preferential rights, was 1 June 2021. The first day of trade without preferential rights was 2 June 2021. Two (2) unit rights entitle to subscription for one (1) unit. Each unit consists of two (2) newly issued shares and one (1) free warrant of series TO 4. One (1) warrant of series TO 4 entitles the holder to subscribe for one (1) newly issued share in the Company.


Scope of the offer: The rights issue covers up to 3,947,706 units, corresponding to proceeds of a maximum of SEK 31,581,648 before issuing costs. At full exercise of warrants of series TO 4 in March 2022, the further issue proceeds amount to a maximum of SEK 19,738,530 before issuing costs.


Subscription and guarantee commitments: Eurocine Vaccines has received subscription commitments and guarantee commitments of in total approximately SEK 25.3 million, which corresponds to approximately 80 percent of the initial part of the rights issue.


Number of shares before the unit issue: 7,895,413 shares.


Subscription price: The subscription price is SEK 8.00 per unit (price per share thus amounts to SEK 4.00). The subscription price is based on the volume-weighted average price of the share during a trading period extending through 24 May 2021, with a discount of about 40 percent.


Valuation (pre-money): Approximately SEK 31.6 million.


Trade in unit rights: Trade in unit rights takes place on Spotlight Stock Market during the period 7 June – 16 June 2021.


Trading with BTU (Paid Subscribed Unit): Will take place on Spotlight Stock Market from 7 June 2021 and last until the Swedish Companies Registration Office has registered the rights issue. This registration is expected to take place mid-July 2021.


Dilution: Shareholders who choose not to exercise their unit rights will initially recognize a maximum dilution of about 50 percent through the rights issue.

Terms for warrants of series TO 4 in summary

The newly issued warrants of series TO 4 are planned to be traded on Spotlight Stock Market as soon as the Swedish Companies Registration Office has registered the rights issue.
Each warrant of series TO 4 entitles to subscription of one (1) new share in Eurocine Vaccines. The subscription price shall amount to seventy (70) percent of the average volume-weighted rate for Eurocine Vaccines' share according to Spotlight Stock Market´s official price statistics during the period of 10 trading days ending two (2) banking days before the start of the utilization period. The subscription price shall not exceed SEK 5.00 per new share and shall not be less than the quota value of the share. The subscription price will be rounded to the nearest 0.01 SEK.
Subscription of shares with the support of warrants of series TO 4 will take place during the period 14 - 28 March 2022.

Goals

Period Event Status
Q1 Start of process development at contract developer. STARTED 2021
Q1 Results from ongoing preclinical study. COMPLETED
Q1-Q4 Development of manufacturing process for the active protein for the company´s clinical chlamydia vaccine study. ONGOING
Q4 Manufacture of pilot batch of the active protein.
Q4 Start of toxicological study.

Q1 Upscaling of manufacturing process before clinical study. UPCOMING 2022
Q2 Manufacture of study products for the clinical study.
Q3 Toxicological study report.
Q3 Application to pharmaceutical authority to conduct a clinical study
Q4 Start the first clinical trial on the vaccine candidate against chlamydia

Page 4:

CEO Hans Arwidsson comments

The ongoing global vaccination program against COVID-19 is an obvious example of vaccines being an important part of our current and future healthcare. Vaccination is a very effective method to prevent and protect against infectious diseases.

Eurocine Vaccines is one of the few vaccine players globally, active within the indication chlamydia, an infectious disease which affects millions of people each year. The current treatment of chlamydia infection is with antibiotics, which usually cures the infection. It is, however, often asymptomatic and antibiotics will not be able to repair permanent damage caused by the disease, which would be prevented by a vaccine. Our vaccine candidate has shown promising potential and the project is based on high-quality research. The global sales potential of a successful chlamydia vaccine is considered to be comparable to the sales of HPV vaccines, such as Gardasil and Cervarix, which together sold for more than 4.2 billion US dollars in 2020 and are estimated to reach 6.9 billion US dollars in 2026 according to Globe Life Sciences Ltd. (2021). Our assessment is that the vaccine candidate against chlamydia also can contribute to reduced use of antibiotics and thus reduced development of antibiotic resistance, a serious threat to the global public health.

Since the turn of the year, we have successfully carried out the knowledge transfer and preparations for the process development for the manufacturing of the active protein needed in the toxicological and clinical trials with the chlamydia vaccine candidate. Furthermore, we were able to confirm good immunological effect in our preclinical study with production-adapted chlamydia vaccine. We are now working purposefully with the chlamydia vaccine candidate, along with our partners, and the preparatory activities for the clinical study planned to start fourth quarter of 2022. By optimizing the vaccine candidate, the immune response focuses on the relevant parts of the chlamydia bacterium to an even greater extent than previously. This is probably of great importance for how effective the vaccine is, something we will study further in future studies. The results are an important step ahead of the further development of the chlamydia vaccine candidate towards the first clinical study. To build further value in the project, we are also investing in developing a manufacturing method that is suitable for industrial scale, a work ongoing right now.

In order to finance our planned activities, we are now carrying out a rights issue of units to finance most of the preparatory activities before the first clinical study with the vaccine candidate against chlamydia. In addition, the capitalization will finance business development, partly with the aim of preparing potential partners for the chlamydia vaccine candidate, and partly for identification and evaluation of additional vaccine candidates.

As the CEO, I really look forward to taking Eurocine Vaccines forward and I welcome you to join us on our journey and in the important work we perform in the field of vaccines.

Hans Arwidsson, Ph.D., MBA

CEO, Eurocine Vaccines AB

"We are now working purposefully with the preparatory activities to be able to successfully initiate and conduct a clinical study with the chlamydia vaccine candidate."

Hans Arwidsson

CEO, Eurocine Vaccines AB

Spotlight Stock Market (Sweden)
Eurocine Vaccines AB
Eurocine Vaccines is a development company in the highly intense vaccine area, bridging the gap between innovation and market. Through its portfolio strategy, innovative vaccine candidates are given the opportunity to reach the market quicker, while investors are offered risk diversification with a big future leverage. These candidates are later licensed to partners for commercialization. The com...
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