Contemplated sale of up to approximately 1.2 million existing shares in Re:NewCell AB (publ)

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, HONG KONG, JAPAN OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE IMPORTANT INFORMATION AT THE END OF THE PRESS RELEASE.

Nordea Bank Abp, filial i Sverige (“Nordea”) and Pareto Securities AB (”Pareto Securities” or jointly the “Managers”) have been retained by a group of 11 shareholders (the “Selling Shareholders”) in Re:NewCell AB (publ) (“Renewcell” or the “Company”) to explore a potential sale of up to approximately 1.2 million existing shares in the Company through an accelerated bookbuilding process (the “Offering”), representing approximately 3.9 percent of the total number of shares outstanding in the Company.

The Offering will commence immediately following the publication of this announcement and may be closed at short notice at the full discretion of the Selling Shareholders and the Managers.

None of the Selling Shareholders are considered persons discharging managerial responsibilities (“PDMR”) in the Company. The Selling Shareholders currently own a total of approximately 2.6 million shares in the Company, corresponding to approximately 8.4 percent of the total number of shares outstanding in the Company.

The Selling Shareholders reserve the right to sell fewer shares or no shares at all. If the Selling Shareholders decide to sell fewer shares in the Offering than their entire shareholding in the Company, the Selling Shareholders will enter into a customary lock up with the Managers for a period of 30 days following completion of the Offering.

Nordea and Pareto Securities are acting as Joint Global Coordinators and Joint Bookrunners in connection with the Offering.

Important information

This announcement is not an offer to sell, or solicitation of an offer to buy, any securities in the United States. The securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") and may not be sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the Securities Act. There will not be a public offering of the shares in the United States.

This announcement is not an offer of securities or investments for sale or a solicitation of an offer to buy securities or investments in any jurisdiction where such offer or solicitation would be unlawful. No action has been taken that would permit an offering of the securities or possession or distribution of this announcement in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

In member states of the European Economic Area ("EEA") (each, a "Relevant Member State"), this announcement and any offer if made subsequently is directed exclusively at persons who are "qualified investors" within the meaning of the Prospectus Regulation ("Qualified Investors"). For these purposes, the expression "Prospectus Regulation" means regulation (EU) 2017/1129.

This announcement is only being distributed to and is only directed at persons in the United Kingdom that are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”) or (ii) high net worth entities, and other persons to whom this announcement may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “Relevant Persons”). This communication must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this communication relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Persons distributing this communication must satisfy themselves that it is lawful to do so.

Any investment decision to buy shares in the Offering must be made solely on the basis of publicly available information which has not been independently verified by the Managers or the Selling Shareholders.

The Managers are acting exclusively for the Selling Shareholders and no one else in connection with the Offering. The Managers will not regard any other person (whether or not a recipient of this presentation) as a client in relation to the Offering and will not be responsible to anyone other than the Selling Shareholders for providing the protections afforded to its clients nor for the giving of advice in relation to the Offering or any transaction, matter or arrangement referred to in this announcement.