At the Extraordinary General Meeting in Re:NewCell AB (the “Company”) on 12 October 2022, which was carried out solely by postal voting by virtue of temporary legislation, the resolutions below were made. All resolutions were in accordance with the submitted proposals, which are described in detail in the general meeting documents available on the Company’s website, renewcell.com.
Adoption of a warrant-based incentive program for two key persons
The general meeting resolved to adopt a warrant-based incentive program for two key persons in the Company by way of (A) a resolution on an issue of no more than 160,000 warrants of series 2022/2025 to the Company, and (B) a resolution on approval of transfer of warrants of series 2022/2025 from the Company to key persons in the Company. The warrants are issued free of charge to the Company and shall be transferred to the key persons on market terms at a price established in accordance with a calculated market value for the warrants by application of Black & Scholes valuation model.
Each (1) warrant entitles to subscription of one (1) share in the Company during the period commencing on 15 November 2025 (however not earlier than the day after the publication of the Company’s interim report for the period Q3 2025) up to and including the date that falls 30 calendar days thereafter. Under the terms and conditions of the warrants, the period during which the warrants may be exercised may be extended if participants are prevented from exercising their subscription rights due to applicable laws on insider trading or any equivalents. The subscription price for each new share subscribed by support of the warrants shall be determined to an amount equivalent to 160 percent of the volume-weighted average price of the Company’s share on Nasdaq First North Premier Growth Market during the period from and including 12 October 2022 up to and including 25 October 2022. Upon full exercise of the warrants the Company’s share capital will increase by SEK 4,083.59.
The complete terms and conditions for the warrants are available on the Company’s website, renewcell.com. As set forth in the terms and conditions for the warrants, the subscription price and the number of shares that each warrant entitles to subscription of may be recalculated in certain cases.