Bulletin from the Extraordinary General Meeting of NextCell Pharma AB (publ)

May 27, 2024

At the Extraordinary General Meeting of NextCell Pharma AB (publ) (“NextCell” or the “company”) on 27 May 2024, the following resolutions were made. All resolutions were in accordance with the proposals presented, which are described in detail in the general meeting documents available on the company’s website, www.nextcellpharma.com.

Resolution on amendment of the limits for the number of members of the Board of Directors in the Articles of Association

The general meeting resolved, in accordance with the Board of Directors’ proposal, to amend the limits for the number of members of the Board of Directors, from a minimum of four (4) members to a minimum of three (3) members.

Determination of the number of members of the Board of Directors

The general meeting resolved, in accordance with the Nomination Committee’s proposal, that the number of members of the Board of Directors elected by the general meeting for the period until the end of the next Annual General Meeting shall be three (3) members without deputies.

Determination of fees to the members of the Board of Directors

The general meeting resolved, in accordance with the Nomination Committee’s proposal, that the fees shall remain unchanged in relation to the resolution at the Annual General Meeting on 30 November 2023.

Election of members of the Board of Directors

The general meeting resolved, in accordance with the Nomination Committee’s proposal, to re-elect the Board members Hans-Peter Ekre, Edvard Smith and Camilla Myhre Sandberg for the period until the end of the next Annual General Meeting. Hans-Peter Ekre was elected new Chairman of the Board.

Resolution on amendment of the limits for the share capital and the number of shares in the Articles of Association and approval of the Board of Directors’ resolution to issue new shares and warrants with preferential rights for existing shareholders

The general meeting resolved, in accordance with the Board of Directors’ proposal, to approve the Board of Directors’ resolution on 24 April 2024 on an issue, with preferential rights for existing shareholders, of no more than 37,817,475 shares and no more than 37,817,475 warrants of series TO2, entitling to subscription of a total of 37,817,475 shares in the company. The issues are carried out with the issuance of so-called units. One (1) unit consists of one (1) share and one (1) warrant of series TO2.

The right to subscribe for units shall, with preferential rights for existing shareholders, be granted to those who are registered as shareholders in the company on the record date for the issue on 29 May 2024. Each shareholder receives eleven (11) unit rights for each (1) share held. Ten (10) unit rights entitle to subscription of one (1) unit. The subscription price per unit is SEK 1.06, corresponding to a subscription price of SEK 1.06 per share. Subscription of units shall be made during the period from and including 31 May 2024 until and including 14 June 2024. The Board of Directors has the right to extend the periods for subscription and payment.

Each (1) warrant of series TO2 entitles the holder to subscription of one (1) new share in the company during the period from and including 16 May 2025 until and including 30 May 2025. The subscription price for subscription of shares by support of warrants shall be set to an amount corresponding to 70 percent of the volume-weighted average price of the company’s share during the period from and including 2 May 2025 until and including 15 May 2025, however no less than SEK 1 and no more than SEK 3.

The complete terms and conditions for warrants of series TO2 are available on the company’s website, www.nextcellpharma.com. According to the terms and conditions of the warrants, the subscription price and the number of shares that each warrant entitles to subscription of may be subject to recalculation in certain cases.

In order to enable the rights issue, the general meeting resolved to amend the limits for the share capital and the number of shares in the Articles of Association.

For more information about NextCell Pharma, please contact
Mathias Svahn, CEO
Patrik Fagerholm, CFO
Tel: +46 8 735 5595
E-mail: info@nextcellpharma.com

Certified Adviser
FNCA Sweden AB is assigned as Certified Adviser.

About NextCell Pharma AB

NextCell is a cell therapy company that is in phase 2 studies with the drug candidate ProTrans for the treatment of type 1 diabetes. The focus is to obtain market approval of ProTrans via a phase 3 study. ProTrans is manufactured utilizing the patented platform technology for selection of optimal cells with potency to treat inflammatory disorders including autoimmune diseases. NextCell owns Cellaviva, the largest stem cell bank in the Nordics and QVance, a quality analysis CRO company in start up.

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2018-09-11
NextCell to present status of ongoing clinical trial at the Nordic Life Science Days
Stem cell company NextCell Pharma AB ("NXTCL") today presents a status update of its ongoing Phase I/II trial with ProTrans for the treatment of type 1 diabetes. Two out of three patients in the high dose cohort have now undergone treatment and the third patient is scheduled for treatment later this week. NXTCL's clinical trial is divided into two parts, the first part is a three-step dose escalation phase with three patients in each cohort, a total of nine patients. The second part of the trial is randomized, double-blind and placebo-controlled, with ten patients receiving ProTrans and five
Stem cell company NextCell Pharma AB ("NXTCL") today presents a status update of its ongoing Phase I/II trial with ProTrans for the treatment of type 1 diabetes. Two out of three patients in the high dose cohort have now undergone treatment and the third patient is scheduled for treatment later t...
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2018-09-11
Last day of trading in series TO 1 warrants
Today, 11th September 2018, is the last day of trading in warrants of series TO 1 issued as part of NextCell Pharma AB's ("NXTCL") listing in the spring of 2017. Last day to subscribe for shares on the basis of warrants of series TO 1 is 13th September 2018. The teaser and subscription form are available on the following websites: NXTCL (www.nextcellpharma.com (http://file///C:/Users/ErikBerggren/AppData/Local/Microsoft/Windows/INetCache/Content.Outlook/TLO3KWR6/www.nextcellpharma.com)); Sedermera Fondkommission (www.sedermera.se (http://file///C:/Users/ErikBerggren/AppData/Local/Microsoft/
Today, 11th September 2018, is the last day of trading in warrants of series TO 1 issued as part of NextCell Pharma AB's ("NXTCL") listing in the spring of 2017. Last day to subscribe for shares on the basis of warrants of series TO 1 is 13th September 2018. The teaser and subscription form are a...
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2018-09-05
Reminder to exercise your series TO 1 warrants
The subscription period for the series TO 1 warrants issued as part of NextCell Pharma AB’s ("NXTCL") issue of units during the spring of 2017 will continue until 13th September 2018. The last day for trading with the series TO 1 warrants is 11th September 2018. Holders of the series TO 1 warrants are entitled to subscribe for a new share for each warrant at a price of SEK 5.00 per share. If all of the series TO 1 warrants are exercised, 2 860 940 new shares will be issued and NXTCL is receives approximately MSEK 14.3 before issue costs. The subscription of series TO 1 warrants to be
The subscription period for the series TO 1 warrants issued as part of NextCell Pharma AB’s ("NXTCL") issue of units during the spring of 2017 will continue until 13th September 2018. The last day for trading with the series TO 1 warrants is 11th September 2018. Holders of the series TO 1 warrant...
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2018-08-28
Upcoming events and conferences for NXTCL
Stem cell company NextCell Pharma AB ("NXTCL") announces today, that CEO Mathias Svahn has been invited to speak at the annual BiotechBuilders event held today, 28th of September 2018. Mathias Svahn will also give a presentation at the Nordic Life Science Days, which will be held 10th-12th of September 2018. The BiotechBuilders event which is held today, 28th of September 2018, has invited CEO Mathias Svahn to speak about NXTCL and how the company has developed over time. The title of his presentation is: “Turning opportunity into productivity, starting a stem cell clinical trial in record
Stem cell company NextCell Pharma AB ("NXTCL") announces today, that CEO Mathias Svahn has been invited to speak at the annual BiotechBuilders event held today, 28th of September 2018. Mathias Svahn will also give a presentation at the Nordic Life Science Days, which will be held 10th-12th of Sep...
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2018-08-27
Summary of exercised warrants by Board members and senior executives in NXTCL
Stem cell company NextCell Pharma AB ("NXTCL") announces today, that members of the Board Anders Essen-Möller, Edvard Smith, Hans-Peter Ekre, Niclas Löwgren, CEO Mathias Svahn and CFO Leo Groenewegen have exercised all of their respective series TO 1 warrants. In total this means that 173 430 warrants are to be converted, corresponding to a total investment of SEK 867 150. In total, investments from the Board and Management correspond to approximately 6 percent of the total outstanding warrants. Below, each person’s amount of to be exercised series TO 1 warrants is presented: ·  Mathias
Stem cell company NextCell Pharma AB ("NXTCL") announces today, that members of the Board Anders Essen-Möller, Edvard Smith, Hans-Peter Ekre, Niclas Löwgren, CEO Mathias Svahn and CFO Leo Groenewegen have exercised all of their respective series TO 1 warrants. In total this means that 173 430 war...
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2018-08-23
NextCell's largest shareholder Diamyd Medical exercise all of its warrants
Stem cell company NextCell Pharma AB ("NXTCL") announces today, that its largest shareholder, Diamyd Medical AB, will exercise all its 296 800 series TO1 warrants. Diamyd will exercise the warrants during the subscription period which runs during the period 23rd August – 13th September 2018. This represents an investment total of SEK 1 484 000, corresponding to approximately 10 % of the outstanding warrants. The diabetes Company Diamyd Medical is one of the main owners of NextCell Pharma, with a shareholding of approximately 14 %. In addition to its current shares, Diamyd Medical also has
Stem cell company NextCell Pharma AB ("NXTCL") announces today, that its largest shareholder, Diamyd Medical AB, will exercise all its 296 800 series TO1 warrants. Diamyd will exercise the warrants during the subscription period which runs during the period 23rd August – 13th September 2018. This...
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2018-08-23
The subscription period of the series TO 1 warrants starts today
Stem cell company NextCell Pharma AB ("NXTCL") announces that today, 23rd of August 2018, marks the start of the subscription period of the series of TO 1 series warrants which were issued as part of the company's issue of units during the spring of 2017. The subscription period will end on the 13th of September 2018. Holders of the series TO 1 warrants are entitled to subscribe for a new share for each warrant at a price of SEK 5.00 per share. If all of the series TO 1 warrants are exercised, 2 860 940 new shares will be issued and NXTCL is receives approximately MSEK 14.3 before issue costs.
Stem cell company NextCell Pharma AB ("NXTCL") announces that today, 23rd of August 2018, marks the start of the subscription period of the series of TO 1 series warrants which were issued as part of the company's issue of units during the spring of 2017. The subscription period will end on the 1...
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2018-08-17
NextCell’s partner PBKM exercises its TO 1 warrants
Stem cell company NextCell Pharma AB ("NXTCL") announces today that its shareholder and partner Polski Bank Komorek Macierzystych S.A. ("PBKM") is exercising all of its 320,000 warrants. This represents an investment of MSEK 1.6, corresponding to approximately 11 % of the outstanding series TO 1 warrants. The subscription period of the series TO 1 warrants runs from 23rd of August – 13th of September 2018. PBKM is one of Europe's leading players in the field of stem cells and is also contracted for the manufacturing of NXTCL's drug candidate ProTrans. PBKM is thus an important partner of
Stem cell company NextCell Pharma AB ("NXTCL") announces today that its shareholder and partner Polski Bank Komorek Macierzystych S.A. ("PBKM") is exercising all of its 320,000 warrants. This represents an investment of MSEK 1.6, corresponding to approximately 11 % of the outstanding series TO 1 ...
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