The Board of Directors resolves on a rights issue of units of approximately SEK 42.5 million, part of the issue proceeds is intended to finance further development of ALZ-201

The Board of Directors of Alzinova AB (publ) (“Alzinova” or “the Company”) has today, subject to the subsequent approval of the Annual General Meeting which is to be held on 18 May 2022, resolved on an issue of units consisting of shares and warrants of series TO3 (the “Warrants”) with pre-emption rights for the shareholders of approximately SEK 42.5 million (the “Rights Issue”), and resolved to propose that the Annual General Meeting amends the Company’s Articles of Association regarding the limits for the number of shares and the share capital. The Rights Issue is covered to approximately 80 percent through subscription commitments and underwriting commitments. The Company can, additionally, receive a maximum of SEK 51.1 million if all Warrants are exercised. Alzinova also announces that, above completing the now ongoing clinical study with ALZ-101, a part of the issue proceeds from the Rights Issue and a part of the proceeds from exercising the Warrants will be used to continue the development and preparation of the Company's drug candidate ALZ-201 for the Phase 1 study. Notice conveying the Annual General Meeting will be published in a separate press release.

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The Board of Directors of Alzinova AB (publ) (“Alzinova” or “the Company”) has today, subject to the subsequent approval of the Annual General Meeting which is to be held on 18 May 2022, resolved on an issue of units consisting of shares and warrants of series TO3 (the “Warrants”) with pre-emption rights for the shareholders of approximately SEK 42.5 million (the “Rights Issue”), and resolved to propose that the Annual General Meeting amends the Company’s Articles of Association regarding the limits for the number of shares and the share capital. The Rights Issue is covered to approximately 80 percent through subscription commitments and underwriting commitments. The Company can, additionally, receive a maximum of SEK 51.1 million if all Warrants are exercised. Alzinova also announces that, above completing the now ongoing clinical study with ALZ-101, a part of the issue proceeds from the Rights Issue and a part of the proceeds from exercising the Warrants will be used to continue the development and preparation of the Company's drug candidate ALZ-201 for the Phase 1 study. Notice conveying the Annual General Meeting will be published in a separate press release.

Summary

• Upon full subscription, the Rights Issue provides Alzinova with approximately SEK 42.5 million before issuing costs.
• Upon full subscription in the Rights Issue and if all Warrants are exercised the Company can, additionally, receive at most approximately SEK 51.1 million.
• The Rights Issue is covered to approximately 80 percent through subscription commitments and underwriting commitments.
• For each share owned on the record date, 25 May 2022, the holder will receive one (1) unit right. Four (4) unit rights will entitle the holder to subscribe for one (1) unit. One (1) unit consists of five (5) shares and four (4) Warrants. The subscription price per unit amounts to SEK 10.50 corresponding to SEK 2.10 per share (the Warrants are issued free of charge).
• The subscription period for the Rights Issue will run from and including 30 May 2022 up to and including 13 June 2022.
• The exercise period for subscription of shares through exercising Warrants will run from 11 April 2023 up to and including 25 April 2023.
• Each Warrant entails a right to subscribe for one (1) new share in the Company to a subscription price corresponding to 70 percent of the volume weighted average share price (VWAP) for the Company’s share during the period from and including 23 March 2023 up to and including 5 April 2023, however, not less than the quota value for the share (which amounts to SEK 0.263 as of today) and not more than SEK 3.15.
• The Rights Issue is carried out to finance the future developments of the Company’s drug candidates ALZ-101 and ALZ-201. Through the Rights Issue the completion of the Phase 1b study of ALZ-101 is completed and preparations for the phase 1 study of ALZ-201 are made.

Background and rationale in summary
Alzinova is a Swedish biopharma company in clinical development phase specializing in the treatment of Alzheimer’s disease. Alzinova's goal is to complete the clinical Phase 1b study on Alzheimer’s patients with the therapeutic vaccine ALZ-101 during the period 2022–2023.

The Company also plans to conduct a follow-up study to the Phase 1b study, which is expected to start in early 2023. This long-term follow-up will, among other things, provide additional information on the long-term safety and tolerability of ALZ-101.

In parallel with the Phase 1b study, Alzinova is preparing and optimizing the conditions for the start of a clinical Phase 2 study of ALZ-101. Alzinova's goal is to carry out preclinical efficacy and toxicology studies during the period 2022-2024, as well as to develop and scale up the production of the monoclonal antibody ALZ-201. The goal is to be ready prior to the start of a clinical Phase 1b study in Alzheimer's patients.

The issue proceeds from the Rights Issue shall primarily be used for:

• Completion of the Phase 1b study for ALZ-101
• Production of substance and technical material of ALZ-101 prior to Phase 2
• Strategic marketing, legal processes, patents and operations
• Long-term follow-up study of the Phase 1b study for ALZ-101
• The establishment of a manufacturing process for ALZ-201
• Preclinical efficiency studies for ALZ-101

The issue proceeds from the exercise of the Warrants shall primarily be used for production of technical material and clinical trial material for the Phase 1b study of ALZ-201

Terms for the Rights Issue
The Board of Directors of Alzinova has, subject to the subsequent approval of the Annual General Meeting, resolved to carry out the Rights Issue of units, in accordance with the following main terms:

• For each share owned on the record date the holder will receive one (1) unit right. Four (4) unit rights entail a right to subscribe for one (1) unit. One (1) unit consists of five (5) shares and four (4) Warrants. The subscription price per unit amounts to SEK 10.50, corresponding to SEK 2.10 per share (the Warrants are issued free of charge).
• The Rights Issue entails an issue of not more than 4,052,379 units, corresponding to 20,261,895 shares and 16,209,516 Warrants.
• Upon full subscription in the Rights Issue, the Company receives approximately SEK 42.5 million before issuing costs.
• The subscription period for subscription of units will run from and including 30 May 2022, up to and including 13 June 2022.
• Through the Rights Issue the share capital can increase with not more than SEK 5,328,878.385 from SEK 4,263,103.497 to SEK 9,591,981.882 and the number of shares can increase with not more than 20,261,895 shares from 16,209,519 shares to 36,471,414 shares. If all Warrants are exercised the share capital will, additionally, increase with SEK 4,263,102.708 and the number of shares will, additionally, increase with 16,209,516 shares. Upon full subscription in the Rights Issue and if the Warrants are fully exercised the share capital will amount to SEK 13,855,084.590 and the number of shares will amount to 52,680,930 shares.
• Shareholders in the Company who do not subscribe for units in the Rights Issue will be subject to dilution. A fully subscribed Rights Issue entails a dilution corresponding to approximately 55.56 percent.

Terms for the Warrants

• Each Warrant entitles the holder the right to subscribe for one (1) new share in the Company. The subscription price for subscription of shares with the support of Warrants amounts to 70 percent of the volume-weighted average price for the Company’s share during the period from and including 23 March 2023 up to and including 5 April 2023, however not less than the quota value for the share (SEK 0.263 as of today) and not more than SEK 3.15.
• The exercise period for subscription of shares with the support of the Warrants will run from and including 11 April 2023 up to and including 25 April 2023.
• Upon full subscription in the Rights Issue and full exercise of all Warrants in conjunction with offered units, the Company may, additionally, receive at most approximately SEK 51.1 million.
• The Warrants will entail an additional dilution of approximately 30.77 percent upon full subscription in the Rights Issue and if all Warrants are exercised.
• The Warrants are intended to be admitted to trading after final registration with the Swedish Companies Registration Office.

Subscription commitments and underwriting commitments
The Rights Issue is covered to approximately 80 percent through subscription commitments and underwriting commitments. The subscription commitments and underwriting commitments are not secured through bank guarantees, pledge or similar arrangements. Subscription commitments have been made by a number of existing shareholders in the Company as well as management and the Board of Directors in the Company. The underwriting commitments have been provided by both shareholders and external investors. For the underwriting commitments, an underwriting compensation of either ten (10) percent of the guaranteed amount in cash compensation or fifteen (15) percent of the guaranteed amount in the form of shares is paid. Should the latter alternative be elected, the subscription price shall amount to 85 percent of the volume-weighted average price (VWAP) for the Company's share during the Rights Issue's subscription period, however, not less than SEK 2.10 which corresponds to the subscription price per share in the Rights Issue. No compensation is paid for the subscription commitments.

Prospectus
An EU growth prospectus and application form will be available before the beginning of the subscription period on the Company's website, www.alzinova.com.

Preliminary timetable

Advisors
Mangold Fondkommission AB is the financial advisor to Alzinova in connection with the Rights Issue. Fredersen Advokatbyrå AB is the legal advisor to the Company in connection with the Rights Issue.

For more information, please contact: 
Kristina Torfgård, CEO 
Telephone: +46 70 846 79 75 
E-mail: kristina.torfgard@alzinova.com 

This information is such information that Alzinova AB is obliged to make public pursuant to the EU Market Abuse Regulation (MAR). The information was submitted for publication through the agency of the contact person set out above at 08.27 CEST on 19 April 2022.

About Alzinova AB
Alzinova AB is a Swedish clinical-stage biopharma company specializing in the treatment of Alzheimer’s disease targeting neurotoxic amyloid-beta oligomers. The lead candidate, ALZ-101, is being developed as a therapeutic vaccine for the treatment of Alzheimer's. Alzinova’s proprietary AβCC peptide™ technology enables the development of disease-modifying therapies that target the toxic amyloid-beta oligomers involved in the onset and progression of the disease with high precision. Alzheimer’s is one of the most common and devastating neurological diseases globally, with of the order of 40 million people afflicted today. In addition, the antibody ALZ-201 is in early preclinical development, and the ambition is to expand the pipeline further. The company’s Certified Advisor on Nasdaq First North Growth Market is Corpura info@corpura.se +46 768-532 822. For more information about Alzinova, please visit: www.alzinova.com.

Important Information
Release, announcement or distribution of this press release may, in certain jurisdictions, be subject to restrictions according to law and people in those jurisdictions, in which this press release has been announced or distributed, should inform themselves of and follow such legal restrictions. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in Alzinova in any jurisdiction. Invitation to the persons concerned to participate in the Rights Issue will only take place through the EU growth prospectus which the Company intends to publish in connection with the Rights Issue.This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the US Securities Act of 1933, as amended. The information in this press release may not be announced, published or distributed in or into the United Kingdom, the United States, Canada, Japan, Australia, Hong Kong, New Zealand, Switzerland, South Africa, South Korea or in any other jurisdiction where the announcement, publication or distribution of the information would not comply with applicable laws and regulations. Within the European Economic Area, no offer is made to the public of securities in any country other than Sweden. In other Member States of the European Union, such an offer may only be made in accordance with the exceptions in the Prospectus Regulation (EU) 2017/1129.This press release contains certain forward-looking information that reflects the Company’s present view of future events as well as financial and operational development. Words such as “intend”, “assess”, “expect”, “may”, “plan”, “believe”, “estimate” and other expressions entailing indications or predictions of future development or trends, not based on historical facts, constitute forward-looking information. Forward-looking information is inherently associated with both known and unknown risks and uncertainties as it depends on future events and circumstances. Forward-looking  information is not a guarantee of future results or development and actual outcomes may differ materially from the statements set forth in the forward-looking information.