Press release from Extraordinary General Meeting of Cereno Scientific AB (publ)

An Extraordinary General Meeting of Cereno Scientific AB (“Cereno”) was held today, 23 October 2018, at the offices of GU Ventures at Erik Dahlbergsgatan 11 in Gothenburg. A summary of the resolutions made is presented below. All resolutions were unanimous.

Resolution on election of new board member

The meeting resolved, in accordance with proposals from shareholders representing 40 per cent of the shares — equivalent to 60 per cent of the votes in the company — to elect Anders Svensson as a new member of the Board of Directors, and that he would be paid board fees of SEK 91,000 (excluding social security) per full year.

At the same time Gunnar Olsson, who has chosen to leave his position as Board member, was thanked for his services. He will continue to work for the company as an adviser on a consultant basis. The other Board members and both deputy members remain.

Anders Svensson, age 66, is a licensed physician, medical doctor and lecturer with over 20 years of experience in academic medicine; his scientific focus is cardiovascular diseases. After a period in academia, Dr. Svensson moved to AstraZeneca, where as a Vice President he was responsible for clinical development of cardiovascular — and later gastrointestinal — drugs. In 2007, he moved to Switzerland to lead global clinical development of diabetes and cardiovascular drugs at one of the world’s leading drug companies, F. Hoffmann-LaRoche. After nearly 20 years in leading positions in the global drug industry, with management responsibilities for groups in Europe, the US and China, Anders Svensson has a great deal of experience in international drug development and an extensive contact network. He has nearly 100 publications to his name, and is currently a consultant and board member at Tikomed AB.

Resolution on a) issuance of warrants to Anders Svensson and resolution on b) issuance of warrants and/or on employee warrants to key persons and key players (“OP 2018/2022”)

a) The meeting resolved, in accordance with proposals from shareholders representing 40 per cent of the shares — equivalent to 60 per cent of the votes in the company — to issue warrants, disapplying shareholders’ preferential rights, for Anders Svensson. The offer includes 30,000 warrants issued to cover the issuance of an equal number of class B shares after four years (“OP 2018/2022”). The warrant package is divided into two equal parts, in which 15,000 warrants have a warrant price of SEK 0.076 with a future subscription price of SEK 15 per class B share (exercise price) and 15,000 warrants have a warrant price of SEK 0.013 with a future subscription price of SEK 30 per class B share (exercise price), which was produced by an independent valuation authority.

b) The meeting resolved, in accordance with proposals from shareholders representing 40 per cent of the shares — equivalent to 60 per cent of the votes in the company — to issue warrants and/or employee warrants to key persons and key players, disapplying shareholders’ preferential rights.

These warrants will be issued to cover the issuance of class B shares and concern in total up to 5 per cent of the company’s class B shares, equivalent to a maximum 617,256 warrants that grant the right to sign a maximum of 617,256 class B shares. The exercise period here is four years as well, and the package will be divided into two parts for each selected recipient, in which half of the warrants have a warrant price of SEK 0.076 with a future warrant price of SEK 15 per class B share (exercise price) and half of the warrants have a warrant price of SEK 0.013 with a future warrant price of SEK 30 per class B share (exercise price), which was produced by an independent valuation authority.

Resolution on authorisation for the Board, or the party appointed by the Board in its place, to make minor adjustments to resolutions made by the Meeting that may be necessary in connection with registering the resolution with the Swedish Companies Registration Office and Euroclear Sweden AB

The Meeting resolved that the Board, or the party appointed by the Board in its place, is to make minor adjustments to resolutions made by the Meeting that may be necessary in connection with registration with the Swedish Companies Registration Office and Euroclear Sweden AB.

Complete proposals for resolutions, and other documents in accordance with the Swedish Companies Act, are available on the Company’s web site at www.cerenoscientific.se.

For more information, please contact:
Sten R. Sörensen – CEO
Tel: +46 733 74 03 74
E-mail sten.sorensen@cerenoscientific.com
www.cerenoscientific.com

About Cereno Scientific AB
Cereno Scientific is developing a novel preventive medicine to treat thrombosis-related disease, based on the body’s own intelligent clot-busting system. Cardiovascular disease is currently the leading cause of death worldwide. Current therapies are connected to an increased risk of bleeding and, as a result, low effectiveness due to lower dosing levels. In turn, this leads to a high risk of new blood clots. Cereno Scientific’s drug candidate, CS1, is expected to provide a possibility for an effective prevention of thrombosis and a lower risk for serious bleeding complications than with current blood thinning therapies. CS1 is an innovative controlled release formulation of a known compound and, as such, is expected to have a relatively short development time. The Gothenburg-based company is located in AstraZeneca’s BioVentureHub and is supported by GU Ventures. Cereno Scientific’s B share has been listed on Spotlight Stock Market since June 2016 with the ticker CRNO B, ISIN SE0008241558.