Elicera Therapeutics AB (publ) (`'Elicera'' or the `'Company'') completed a rights issue during the first quarter of 2024, consisting of shares and warrants of series TO2. In accordance with the terms for the warrants of series TO2 the exercise price for the warrants of series TO2 is determined to 70 percent of the volume-weighted average price in the Company's share on Nasdaq First North Growth Market during the measurement period from and including February 11, 2025, up to and including February 24, 2025, however a minimum of SEK 1.24 and a maximum of SEK 2.70 per share. During the measurement period, the volume-weighted average price in the Company's share was approximately SEK 2.6475, therefore, the exercise price for the warrants of series TO2 is SEK 1.85 per share. One (1) warrant of series TO2 entitles the owner to subscribe for one (1) new share in the Company. The exercise period for warrants of series TO2 runs during the period from and including February 26, 2025, up to and including March 11, 2025.

If all the warrants of series TO2 are exercised, the Company will receive approximately SEK 22.0 million before issuing costs. For the warrants to not expire without value, it is required that the holder actively subscribes for new shares no later than March 11, 2025, or sell the warrants no later than March 7, 2025. Please observe that certain nominees might close their application earlier than March 11, 2025.

The outcome of the exercise of the Warrants will be announced via a press release on or about March 13, 2025.

Complete terms and conditions for the warrants of series TO2 are available on the company's website www.elicera.com.

Summarized terms for the warrants of series TO2:

Exercise period: February 26, 2025 - March 11, 2025

Exercise price: SEK 1.85 per share

Issue size: 11,908,764 warrants of series TO2, which entitles to subscription of 11,908,764 shares. If all warrants are exercised, the Company will receive approximately SEK 22.0 million before issuing costs.

Last day for trading with warrants of series TO2: Mars 7, 2025

Share capital and dilution: If all warrants are exercised the share capital will increase with SEK 500,168.088 from SEK 1,473,917.256 to SEK 1,974,085.344. If all warrants are exercised the number of shares and votes in the Company will increase with 11,908,764 shares, from 35,093,268 shares to 47,002,032 shares. In the event that all warrants of series TO2 are exercised, the dilution amounts to approximately 25.3 percent of the number of shares and votes in the Company.

Please note that warrants that are not exercised no later than March 11, 2025, or sold no later than March 7, 2025, will expire without value. For warrants not to lose their value, the holder must actively subscribe for new shares or sell the warrants.

How warrants are exercised:

Nominee-registered warrants (Custody account):

Subscription and payment by exercise of the Warrants shall be made in accordance with instructions from each nominee. Please contact your nominee for additional information.

Direct-registered warrants (Securities account):

No accounts for issuing nor any instructions regarding payments will be sent out. Subscriptions will be made through simultaneous payment in accordance with the instructions on the application form. The Warrants will then be replaced by interim shares awaiting registration at the Swedish Companies Registration Office.

The application form including instructions for payment will be available at Elicera's website, www.elicera.com, and on Mangold Fondkommission AB's website, www.mangold.se.

Advisers

Mangold Fondkommission AB is financial adviser and Advokatfirman Delphi i Stockholm AB is legal advisor for Elicera regarding the warrants.

For further informaiton, please contact:

Jamal El-Mosleh, CEO, Elicera Therapeutics AB (publ)

Phone: +46 (0) 703 31 90 51
jamal.elmosleh@elicera.com

Certified Advisor
Mangold Fondkommission AB

About Elicera Terapeutics AB

Elicera Therapeutics AB (publ) has developed the patented gene technology platform iTANK that enables the arming of new and existing CAR T-cell therapies targeting aggressive and relapsing cancer forms. Elicera Therapeutics thereby addresses a well-defined and vast market. The company's CAR T-cell therapies have shown a potent effect toward solid tumors which are recognized as particularly difficult to treat and constitute the majority of cancer cases. The company addresses a global multibillion market in cell therapy through its offering of non-exclusive licensing of the iTANK platform to companies in the pharmaceutical industry. Elicera Therapeutics has four internal development projects in immune therapy that separately have the potential to generate substantial value through exclusive out-licensing agreements. The company's share is traded on Nasdaq First North Growth Market. For additional information, visit www.elicera.com.

Important information

This press release is not an offer to sell shares or a solicitation of an offer to acquire securities of the Company. The contents of this press release have been prepared by the Company and the Company is solely responsible for its contents. The information in this press release is for background purposes only and therefore does not claim to be complete. No one should, for whatever reason, rely on the information contained in this press release or on its accuracy or completeness. The offer to subscribe for or acquire securities referred to in this press release is made through the EU growth prospectus provided by the Company, which contains detailed information about the Company.

This press release constitutes an advertisement and not a prospectus for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC (together with the related delegated and implementing regulations, the "Prospectus Regulation"). Investors should not invest in the securities referred to in this press release without having taken into account the information contained in the aforementioned EU growth prospectus.

The securities referred to in this press release have not been and will not be registered under the U.S. Securities Act as amended (the "Securities Act") and thus cannot be offered or sold in the United States absent registration or pursuant to an exemption from the registration requirements of the Securities Act or the securities laws of the relevant state. The Company does not intend to register any offering in the United States or to make any offer of securities in the United States. This press release will not be distributed within, and should not be sent to, the United States. The securities described herein have also not been, and will not be, registered under the applicable securities laws of Australia, Belarus, Canada, Hong Kong, Japan, New Zealand, Russia, Switzerland, Singapore, South Africa, South Korea or in any other jurisdiction in which the distribution of this press release would be unlawful or require additional measures other than those required by Swedish law and may not, subject to certain exceptions, be offered or sell within or into, or for the benefit of, any person whose registered address is in or who is located or resident in, Australia, Belarus, Canada, Hong Kong, Japan, New Zealand, Russia, Switzerland, Singapore, South Africa or South Korea. There will be no offering of the securities described herein in Australia, Belarus, Canada, Hong Kong, Japan, New Zealand, Russia, Switzerland, Singapore, South Africa or South Korea.

In the United Kingdom, this press release may only be distributed and is only directed at (i) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Financial Promotion Order" as amended), (ii) persons falling within Article 49 (2) (a) to (d) ("high net worth companies;  unincorporated associations etc.") of the Financial Promotion Order, (iii) persons that are outside the United Kingdom, or (iv) are persons to whom an invitation or incentive to engage in investment activities (within the meaning of Section 21 of the Financial Services and Markets Act 2000 ("FSMA")) in connection with the issue or sale of securities (all such persons together being referred to as "relevant persons"). This press release is only directed at relevant persons and persons who are not relevant persons must not act on or rely on the information contained in this press release. Any investment or investment activity to which this communication relates is only possible for relevant persons and will only be pursued with relevant persons.

In all EEA Member States ("EEA"), other than Sweden, this communication is only addressed to and is only directed at qualified investors in the relevant Member State as defined in the Prospectus Regulation, i.e. only those investors to whom an offer may be made without an approved prospectus in the relevant EEA Member State.

Topics covered in this press release may contain forward-looking statements. Such statements are all statements that are not historical facts and contain expressions such as "intends", "expects", "may", "plans", "estimates", "calculates" and other similar expressions. The forward-looking statements in this press release are based on various assumptions, many of which are based on additional assumptions. Although the Company believes that these assumptions were reasonable when made, such forward-looking statements are subject to known and unknown risks, uncertainties, coincidences, and other important factors that are difficult or impossible to predict and that are beyond the Company's control. Such risks, uncertainties and important factors could cause actual results to differ materially from those expressed or implied in this communication by the forward-looking statements. The information, opinions and forward-looking statements contained in this release speak only as of the date of this press release and are subject to change without notice. The Company does not undertake any obligation to review, update, confirm or release publicly any adjusted view of the forward-looking statements in order to reflect such events or circumstances that arise in relation to the content of these communications.