Background and reasons for the Rights Issue

The Board of Directors in AroCell assesses that the existing working capital is not sufficient to finance the Company’s capital needs and the commitments specified below for the coming twelve-month period. AroCell is now carrying out the Rights Issue, which if fully subscribed can provide the Company with approximately SEK 86 million, before deductions for issue costs. The expected net proceeds from the Rights Issue will, in the following order of priority and with an approximate proportion indicated in percentages, be used for:

• Approximately 15 percent of the net proceeds will be used for sales and marketing activities.
• Approximately 40 percent of the net proceeds will be used for the FDA approval process for UBD Rapid and AroCell TK 210 ELISA in the US.
• Approximately 25 percent of the net proceeds will be used for the IVDR approval process for UBC Rapid 2.0 and TK 210 ELISA in Europe.
• Approximately 13 percent of the net proceeds will be used for product development.
• Approximately 7 percent of the net proceeds will be used for repayment of a conditional shareholder contribution from Labbex Förvalnings AB.

Summary of the Rights Issue

• Each existing share in the Company held on the record date 26 January 2022 entitles to one (1) subscription right. One (1) subscription right entitle to subscription of one (1) new share, i.e., a subscription ratio of 1:1.
• The subscription price is SEK 0.75 per new share, which, assuming the Rights Issue is fully subscribed, results in the Company receiving issue proceeds of approximately SEK 86 million before deduction of transaction costs.
• The record date for the Rights Issue is 26 January 2022 and the subscription period runs from and including 31 January 2022 up to and including 14 February 2022.
• The last day of trading in the AroCell share including the right to participate in the Rights Issue is 24 January 2022.
• The Company has received subscription commitments and has entered into agreements on guarantee commitments of approximately SEK 86 million, which secures the Rights issue up to 100 percent.
• The Company intends to publish a prospectus regarding the Rights Issue around 26 January 2022.