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NextCell Pharma AB ("NextCell" or the "Company") today announces that the Company has received additional non-binding declarations of intent regarding the exercise of warrants of series TO2 (“Warrants”). The new declarations correspond to approximately SEK 5.5 million, equivalent to approximately 14.1 percent of the total number of outstanding Warrants. In total, the Company has now received declarations of intent, subscription undertakings, and guarantee commitments amounting to approximately SEK 24.0 million, corresponding to approximately 61.9 percent of the total issue volume.
The total subscription value currently covered by declarations of intent amounts to approximately SEK 7.7 million, corresponding to approximately 19.9 percent of all outstanding Warrants.
As previously announced, the Company has also received binding subscription undertakings corresponding to approximately 12.0 percent of the outstanding Warrants and top guarantee commitments corresponding to approximately 30.0 percent of the total issue volume. In total, the Company has thus secured declarations of intent, subscription undertakings, and guarantee commitments amounting to approximately SEK 24.0 million, which corresponds to approximately 61.9 percent of the total issue volume.
For further information on how to exercise Warrants, please refer to the Company’s press release dated May 16, 2025, and visit www.nextcellpharma.com.
Advisors
Redeye AB acts as financial advisor, and Törngren Magnell & Partners Advokatfirma KB acts as legal advisor to NextCell in connection with the exercise of the Warrants. Nordic Issuing AB acts as issuing agent.
For more information about NextCell Pharma, please contact
Mathias Svahn, CEO
Patrik Fagerholm, CFO
Tel: +46 8 735 5595
E-mail: info@nextcellpharma.com
Websites:
NextCell Pharma AB: www.nextcellpharma.com
Cellaviva Sverige: www.cellaviva.se
Cellaviva Danmark: www.cellaviva.dk
QVance AB: www.qvance.se
LinkedIn: https://www.linkedin.com/company/15255207/
Twitter: https://twitter.com/NextCellPharma
Certified Adviser
The company's shares are listed on the Nasdaq First North Growth Market.
RedEye AB is assigned as Certified Adviser.
About NextCell Pharma AB
NextCell Pharma is a clinical-stage cell therapy company developing ProTrans, a patent-protected platform based on allogeneic mesenchymal stromal cells (MSCs) from umbilical cord tissue. Using a proprietary selection algorithm, ProTrans delivers optimised cell tailored to specific indications. In type 1 diabetes, a single infusion has been shown to preserve insulin production and delay disease progression for at least five years. A Phase III trial is planned to commence upon securing a commercial partner. ProTrans is also being evaluated for other autoimmune and inflammatory conditions. NextCell’s subsidiaries include Cellaviva, Scandinavia’s largest private stem cell bank, and QVance, the Nordic region’s first dedicated provider of quality services for developers of advanced therapies.
Important information
This press release does not contain and does not constitute an invitation or an offer to acquire, subscribe or otherwise trade in shares, warrants or other securities in NextCell. The invitation to affected persons to subscribe for units consisting of shares and Warrants in NextCell has only taken place through the prospectus published by NextCell on May 30, 2024 (the “Prospectus”) and the supplement to the Prospectus published on June 10, 2024 (the “Supplement”). The Prospectus and the Supplement have been approved by the Swedish Financial Supervisory Authority and published on the Company’s website, www.nextcellpharma.com.
The publication, release or distribution of this press release may be restricted by law in certain jurisdictions and persons in the jurisdictions where this press release has been published or distributed should inform themselves about and observe any such legal restrictions. The recipient of this press release is responsible for using this press release and the information contained herein in accordance with the applicable rules in each jurisdiction.
The information in this press release may not be announced, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, in or into the United States, Australia, Belarus, Hong Kong, Canada, New Zealand, Japan, Russia, Switzerland, Singapore, South Africa, or any other jurisdiction where such announcement, publication or distribution of this information would be unlawful or where such action is subject to legal restrictions or would require additional registration or other measures than those required by Swedish law. Actions in violation of this instruction may constitute a violation of applicable securities legislation.
This press release does not constitute an offer or invitation to purchase or subscribe for securities in the United States. The securities referred to in this announcement have not been and will not be registered under U.S. Securities Act (the ‘Securities Act’) or with the securities regulatory authority of any state or other jurisdiction in the United States, and may not be offered, sold or otherwise transferred, directly or indirectly, in or into the United States, except in accordance with an applicable exemption from or through a transaction that is not subject to the registration requirements of the Securities Act and in accordance with the securities laws of the relevant state or other jurisdiction in the United States.
Information to investors pursuant to the Foreign Direct Investment Screening Act
The Company considers that it carries out protection-worthy activities under the Foreign Direct Investment Screening Act (the “Swedish FDI Act”) (Sw. lag (2023:560) om granskning av utländska direktinvesteringar). According to the Swedish FDI Act, the Company must inform presumptive investors that the Company’s activities may fall under the regulation and that the investment may be subject to mandatory filing. If an investment is subject to mandatory filing, it must prior to its completion, be filed with the Inspectorate of Strategic Products (the “ISP”). An investment may be subject to mandatory filing if the investor, a member of the investor’s ownership structure or a person on whose behalf the investor is acting would, after the completion of the investment, hold votes in the Company equal to, or exceeding any of the thresholds of 10, 20, 30, 50, 65 or 90 per cent of the total number of votes in the Company. The investor may be imposed an administrative sanction if a mandatory filing investment is carried out before the ISP either i) decided to leave the notification without action or ii) approved the investment. Each investor should consult an independent legal adviser on the possible application of the Swedish FDI Act in relation to the exercise of Warrants for the individual investor.