Rights Issue Q4 2024

The Board of Directors in Spermosens AB (publ) (“Spermosens” or the “Company”) has resolved to carry out an issue of 283,607,120 units, consisting of shares and warrants of series TO 5 and TO 6, with preferential rights for the Company’s existing shareholders (the “Rights Issue”). Provided that the Rights Issue is fully subscribed, the Company will receive initial proceeds of approximately SEK 22.7 million before deduction of issue costs. In the event that all warrants of series TO 5 and TO 6 issued in the Rights Issue are exercised for subscription of shares, the Company will receive maximum additional gross proceeds of approximately SEK 22.7 million.

The proceeds from the Rights Issue will primarily finance ongoing expenses for clinical trials, business development and collaboration with partners, as well as IP, QA, IR, and administrative costs.

Existing shareholders will receive one (1) unit right for each share held on the record date on 7 November 2024. One (1) unit right entitle the holder to subscribe for one (1) unit in the Company. Each unit consists of eight (8) new shares, two (2) warrants of series TO 5, and four (4) warrants of series TO 6.

The subscription price in the Rights Issue is SEK 0.08 per unit, corresponding to SEK 0.01 per share. The warrants are issued free of charge.

The subscription period in the Rights Issue runs between 11 November – 25 November 2024.

One (1) warrant of series TO 5 entitles the holder to subscribe for one (1) new share in the Company during the period 2 June – 16 June 2025. The subscription price for the subscription of shares by exercise of warrants of series TO 5 will correspond to 70 percent of the volume-weighted average price paid for the Company’s share during the period from and including 19 May 2025 to and including 30 May 2025, however not lower than the share’s quota value, and not higher than SEK 0.01, corresponding to 100 percent of the subscription price per share in the Rights Issue. The warrants are expected to be admitted to trading on Spotlight Stock Market in close connection with the registration of the Rights Issue with the Swedish Companies Registration Office.

One (1) warrant of series TO 6 entitles the holder to subscribe for one (1) new share in the Company during the period 30 November – 14 December 2026. The subscription price for the subscription of shares by exercise of warrants of series TO 6 will correspond to 70 percent of the volume-weighted average price paid for the Company’s share during the period from and including 16 November 2026 to and including 27 November 2026, however not lower than the share’s quota value, and not higher than SEK 0.015, corresponding to 150 percent of the subscription price per share in the Rights Issue. The warrants are expected to be admitted to trading on Spotlight Stock Market in close connection with the registration of the Rights Issue with the Swedish Companies Registration Office.