News


Nomination committee appointed for Annual General Meeting 2016

A decision was taken on June 3, 2015 at the Annual General Meeting for AroCell AB (publ) that a nomination committee should be appointed and should consist of three members, comprised of the three largest shareholders on September 30, 2015, and the Chairman of the Board.

The nomination committee has been appointed accordingly, based on shareholdings on September 30, 2015:

Bernhard Tribukait, representing his own shareholdings
Arne Ferstad, representing his own and related shareholdings
Staffan Eriksson, representing his own and related shareholdings

Erik Walldén, Chairman of the Board

Arne Ferstad has been appointed as chairman of the nomination committee.

The nomination committee collectively represents approximately 11.7 percent of shareholder votes in AroCell AB (publ).

The Annual General Meeting will be held in Uppsala, Sweden on May 18, 2016.

Shareholders who wish to contact the nominating committee may do so by email to info@arocell.com or by letter to:

Nominating Committee
AroCell AB (publ)
Virdings allé 32B
754 50  UPPSALA

Board of Directors

 

For more information please contact:

Jan Stålemark, CEO
AroCell AB (publ)
Tel: +46-706-926206
info@arocell.com
www.arocell.com

 

About AroCell AB (publ)
AroCell AB is a Swedish company that develops standardized modern blood tests to support the prognosis and follow up of cancer patients. AroCell’s new technology is based on patented methods to measure TK1 protein levels, which provide valuable information about the speed of cell turnover. A tumor has high cell turnover (speed of cell division and cell death) and as a result TK1 can be detected in the blood with a simple laboratory test, called TK 210 ELISA. The test provides valuable clinical information for prognosis and optimization of treatment strategy. The test may also be used for monitoring disease relapse. For more information, please see www.arocell.com . AroCell AB is listed at AktieTorget (AROC) and has about 2 300 shareholders.

 

Nomination committee appointed, PDF
Nomination committee appointed, in Swedish, PDF

Oversubscription of preferential rights issue

The preferential rights issue in AroCell AB (publ) was oversubscribed to 53.8 million Swedish kronor, including subscription rights. This corresponds to a subscription level of approximately 103 percent, of which 76 percent was with preferential rights. This will provide AroCell with approximately 52.2 million Swedish kronor before issue expenses and there will be no need to utilize the guarantee obligations that have been provided.

AroCell CEO Jan Stålemark comments:

It is with honor and satisfaction to receive this confidence from our shareholders. By conducting the plan that we have presented, we will be able to create fundamental proof for how the product performs in different clinical applications. This will provide very good opportunities for the future of the company. In parallel with the clinical validation we will begin marketing and introductory sales of TK 210 ELISA, primarily to customer segments within clinical research and pharmaceutical companies. We have determined that this preferential rights issue will provide us with sufficient resources to conduct the clinical development of TK 210 ELISA, and thereby create significant value as an established in vitro diagnostic company should represent on the large and rapidly growing market for cancer diagnostics.

Subscription and distribution

The preferential rights issue provides new issue of 5 213 546 shares. A total of applications from shareholders corresponded to 53 822 950 Swedish kronor. 3 950 573 shares (approximately 76 percent of the rights issue volume) were distributed among applicants supported by preferential rights. Transfer notes are planned to be distributed on December 8, 2015. AroCell will be provided with approximately 52.2 million Swedish kronor before issue expenses, which are calculated to approximately 3.8 million Swedish kronor and before guarantee expenses which are approximately 3.9 million Swedish kronor.

Shares and share capital

Following the preferential rights issue, the share capital is calculated to 2 867 450.60 Swedish kronor distributed in 28 674 506 shares. Trade with paid subscription shares (Swedish BTA) will continue until the preferential rights issue has been registered by the Swedish Companies Registration Office, which is estimated to take place in mid-January 2016.

Redeye AB are the financial advisors in connection with the preferential rights issue. AroCell AB has also utilized Corpura AB as advisors. Legal advisors to the company is the legal firm of Fredersen Advokatbyrå AB.

 

For further information:

Jan Stålemark, CEO
AroCell AB (publ)
Tel: 0706-696206
info@arocell.com
www.arocell.com

 About AroCell AB (publ)
AroCell AB is a Swedish company that develops standardized modern blood tests to support the prognosis and follow up of cancer patients. AroCell’s new technology is based on patented methods to measure TK1 protein levels, which provide valuable information about the speed of cell turnover. A tumor has high cell turnover (speed of cell division and cell death) and as a result TK1 can be detected in the blood with a simple laboratory test, called TK 210 ELISA. The test provides valuable clinical information for prognosis and optimization of treatment strategy. The test may also be used for monitoring disease relapse. For more information, please see www.arocell.com . AroCell AB (AROC) is listed at AktieTorget and has about 2 300 shareholders.

Oversubscription of preferential rights issue, PDF
Oversubscription of preferential rights issue, in Swedish, PDF

 

AroCell announces prospectus, teaser and application form

The Board of AroCell AB (publ) has prepared a prospectus for the purpose of the preferential rights issue, which was announced on November 6, 2015. The prospectus has today, November 17, 2015, been approved by and registered with the Swedish Financial Supervisory Authority (Sw. Finansinspektionen) in accordance with the Financial Instruments Trading Act (Sw. lagen (1991:980) om handel med finansiella instrument).

The prospectus, a teaser and the application form are available on AroCell’s website (www.arocell.com) and on AktieTorget’s website (www.aktietorget.se).

 

Summary of rights issue

* The subscription period will run from 18 November 2015 to 2 December 2015
* The subscription price amounts to 10.00 SEK per share, brokerage fees will not be charged.
* Right to subscribe for new shares is preferential for shareholders who were registered as shareholders on the record date, November 13, 2015. Each share in AroCell on the record date entitles to one (1) subscription right.  Nine (9) subscription rights entitle to subscription of two (2) new shares.
* The last date of share trading including right to obtain subscription rights was November 11, 2015, and the first day excluding right to obtain subscription rights was November 12, 2015.
* Trading in subscription rights will take place on the AktieTorget exchange during the period of November 18-30, 2015.
* Trading in paid subscribed shares will take place on the AktieTorget exchange during the period from November 18, 2015, until the rights issue has been duly registered at the Swedish Companies Registration Office. This registration is calculated to take place in mid-January 2016.
* The total number of shares in the rights issue comprises 5 213 546 shares.
* The total number of shares prior to the rights issue comprises 23 460 960 shares.

Redeye AB is acting as financial advisor in connection with the preferential rights issue. AroCell has also authorized Corpura AB as advisors. Fredersen Advokatbyrå AB is acting as legal advisor to AroCell.

For further information:

Jan Stålemark, CEO
AroCell AB (publ)
Tel: +46-706696206
info@arocell.com
www.arocell.com

 The information in this press release is not directed at persons located in Australia, Canada, Hong Kong, Japan, New Zealand, the Republic of Korea, Singapore, South Africa, Switzerland, the United States or any other country where the offer or sale of subscription rights, interim shares or new shares is not permitted. The information may not be published or distributed, directly or indirectly, in or into, any of the aforementioned countries or any other country where such action is wholly or partially subject to legal restrictions or where such action would require additional prospectuses, other offer documentation, registrations or other actions in addition to what follows from Swedish law.

 

 About AroCell
AroCell AB (publ) is a Swedish company that develops standardized modern blood tests to support the prognosis and follow up of cancer patients. AroCell’s new technology is based on patented methods to measure TK1 protein levels, which provide valuable information about the speed of cell turnover. A tumor has high cell turnover (speed of cell division and cell death) and as a result TK1 can be detected in the blood with a simple laboratory test, called TK 210 ELISA. The test provides valuable clinical information for prognosis and optimization of treatment strategy. The test may also be used for monitoring disease relapse. AroCell is listed at AktieTorget and has about 2 300 shareholders. For more information, please see www.arocell.com.

AroCell announces, press release, PDF
AroCell announces, press release in Swedish, PDF

Prospect
Teaser
Application form

 

 

AroCell announces interim report three will be brought forward

The board of directors of AroCell AB (publ) has taken a decision to bring forward interim report three to November 10, 2015 (previously November 17, 2015) as a consideration to the planned preferential rights issue.

 

For further information:

Jan Stålemark, CEO
AroCell AB (pub)
Tel: +46-706696206
info@arocell.com
www.arocell.com

 

About AroCell AB (publ)
AroCell AB is a Swedish company that develops standardized modern blood tests to support the prognosis and follow up of cancer patients. AroCell’s new technology is based on patented methods to measure TK1 protein levels, which provide valuable information about the speed of cell turnover. A tumor has high cell turnover (speed of cell division and cell death) and as a result TK1 can be detected in the blood with a simple laboratory test, called TK 210 ELISA. The test provides valuable clinical information for prognosis and optimization of treatment strategy. The test may also be used for monitoring disease relapse. For more information, please see www.arocell.com . AroCell AB is listed at AktieTorget and has about 2 300 shareholders.

 

Interim report three will be brought forward, PDF

Interim report three will be brought forward in Swedish, PDF

Announcement of fully guaranteed preferential rights issue of approximately 52.2 MSEK

The Board of Directors of AroCell AB has resolved on November 5, 2015 after the closing of the stock exchange, with support of the decision taken at the Annual General Meeting, a preferential rights issue of maximum 5 213 546 shares. Full subscription of the preferential rights issue will provide AroCell with a maximum of MSEK 52.2 before issue expenses. The company has received subscription undertakings from members of the board of directors, management and the company’s largest shareholders, and signed agreements accordingly to fully guarantee the preferential rights issue. Additionally, investors without preferential rights are also given the opportunity to subscribe in this issue. AroCell also announces the intention of application to list the company shares for trade on the Nasdaq First North exchange during the first 6 months of 2016.

Comments from Jan Stålemark, CEO

AroCell has now achieved an historical milestone. Our TK 210 ELISA test kit has been fully developed, achieved the CE-mark and is now commercially available, primarily for research and clinical development. It is the first and only ELISA-kit on the market that can measure TK 1-protein in serum from a standard blood sample. This fully enables us to initiate the next step in our plan – the critical and final clinical validation to confirm the clinical value of our product. We have already demonstrated how well the product has worked in smaller clinical studies, and established that the sensitivity is now sufficient to be used for several different types of cancers. The clinical development and validation is necessary in order to launch the product on the global in vitro diagnostic cancer market.

Our product addresses several clinical needs, including early detection and prognosis of cancer, monitoring and optimization of cancer treatment, and follow-up post treatment to identify disease relapse. This is made available in a comfortable manner to the patient by means of a simple blood test. Analysis of the TK 210 ELISA tests is conducted in a standard manner on established equipment which is available in all modern clinical chemical laboratories. No special training of laboratory staff is required as the method of analysis is already standardized.

Our objective is to introduce a fully validated TK 210 ELISA on the global in vitro diagnostic market. In parallel with initiating the clinical validation we are also proceeding with marketing and initial sales of TK 210 ELISA, primarily to the clinical research customer segment.

We have determined that this preferential rights issue will provide us with enough resources to complete the clinical development of TK 210 ELISA and will create significant value for an established in vitro diagnostic company in the large and rapidly-changing market of cancer diagnostics.

Our intention of changing the share listing to the Nasdaq First North exchange is to provide AroCell with a greater exposure in order to attract institutional and international investors.

Motive for the preferential rights issue

AroCell registered TK 210 ELISA for CE mark at the Swedish Medical Products Agency in September 2015. The CE mark is a symbol of quality and is an essential step for the continued clinical validation need to obtain full clinical acceptance and commercial launch of a diagnostic product. AroCells objective is to prepare and launch the CE-marked TK 210 ELISA product for measurement of concentration of TK 1-protein in serum during the fourth quarter of 2015. TK 1 is a biomarker for unregulated cell turnover within the body, for example in progressive diseases such as cancer.

AroCell intends to initially utilize the preferential rights equity for clinical studies to establish clinical evidence for TK 210 ELISA, and thereafter for optimization and continued development of the product to achieve even better performance and quality, and to optimize the production process to reduce production costs, as well as establish TK 210 ELISA in health care reimbursement systems and for marketing and sales activities.

Subscription and guarantee obligations

Subscription agreements for approximately 3.9 MSEK (from members of the board of directors, management and larger shareholders) and guarantee agreements for approximately 48.3 MSEK have been received. The subscription and guarantee obligations amount to approximately 52.2 MSEK therewith, comprising a fully guaranteed preferential rights issue. Equity however has not been verified in advance. The guaranteed issues comprise a total compensation of approximately 3.9 MSEK.

Summary of rights issue

* The subscription period will run from 18 November 2015 to 2 December 2015
* The subscription price amounts to 10.00 SEK per share, brokerage fees will not be charged.
* Record date for participation in the rights issue with preferential rights is November 13, 2015. Each share in AroCell on the record date entitles to one (1) subscription right.  Nine (9) subscription rights entitle to subscription of two (2) new shares.
*Record date for participation is November 13, 2015. The last date of share trading including right to obtain preferential subscription is 11 November 2015, and the first day excluding right to obtain preferential subscription is November 12, 2015.
*Trading in subscription rights will take place on the AktieTorget exchange during the period of November 18-30 2015.
*Trading in paid subscribed shares will take place on the AktieTorget exchange during the period from November 18 2015 until the rights issue has been duly registered at the Swedish Companies Registration Office. This registration is calculated to take place in mid-January 2016.
*The total number of shares in the rights issue comprises 5 213 546 shares.
*The total number of shares prior to the rights issue comprises 23 460 960 shares.

Conditions and instructions as well as additional information pertaining to subscription agreements and grantees will be published in a prospectus that will be made available at the introduction of the subscription period.

Redeye AB are acting as financial advisors in connection with the preferential rights issue. The company has also authorized Corpura AB as advisors. Fredersen Advokatbyrå AB is acting as legal advisor to AroCell AB.

 

For further information:

Jan Stålemark, CEO
AroCell AB (pub)
Tel: +46-706696206
info@arocell.com
www.arocell.com

 

About AroCell AB (publ)
AroCell AB is a Swedish company that develops standardized modern blood tests to support the prognosis and follow up of cancer patients. AroCell’s new technology is based on patented methods to measure TK1 protein levels, which provide valuable information about the speed of cell turnover. A tumor has high cell turnover (speed of cell division and cell death) and as a result TK1 can be detected in the blood with a simple laboratory test, called TK 210 ELISA. The test provides valuable clinical information for prognosis and optimization of treatment strategy. The test may also be used for monitoring disease relapse. For more information, please see www.arocell.com . AroCell AB is listed at AktieTorget and has about 2 300 shareholders.

 

 

Announcement of fully guaranteed preferential rights issue, PDF 

Announcement of fully guaranteed preferential rights issue in Swedish, PDF

 

 

Continued expansion to AroCell organization

In the continuing process of expanding the AroCell organization, Kiran Kumar Jagarlamudi, PhD has been hired as Product Specialist.

Kiran Kumar Jagarlamudi received his initial Bachelor’s Degree in Veterinary Sciences from the College of Veterinary Sciences, Hyderabad, India. He became Master in Animal Science at the Swedish Agricultural University in Uppsala Sweden, and obtained the degree of PhD in Veterinary Medicine (Biochemistry) earlier this year at the Swedish Agricultural University.

“Dr Kiran Kumar Jagarlamudi has an extensive research background in projects related to our product portfolio. These include developing an antibody based assay and evaluation of detecting TK 1 protein in serum, serum TK 1 activity and STK1 protein determination, as well as developing an ELISA based assay for routine clinical practice of TK1 as a biomarker ” says Jan Stålemark, AroCell’s CEO. “We are delighted that Kiran Kumar Jagarlarmudi will join our team as Product Specialist and contribute in this role with his unique expertise in research.”

For additional information please contact:
Jan Stålemark, CEO AroCell AB (publ)
Tel: +46706-926206
info@arocell.com
www.arocell.com

 

About AroCell AB (publ)
AroCell AB is a Swedish company that develops standardized modern blood tests to support the prognosis and follow up of cancer patients. AroCell’s new technology are based on patented methods to measure TK1 protein levels, which provide valuable information about the speed of cell turnover. A tumor has high cell turnover (speed of cell division and cell death) and as a result TK1 can be detected in the blood with a simple laboratory test, called TK 210 ELISA. The test provides valuable clinical information for prognosis and optimization of treatment strategy. The test may also be used for monitoring disease relapse. For more information, please see www.arocell.com. AroCell AB is listed at Aktie Torget (AROC) and has about 2 250 shareholders.

Continued expansion to AroCell organization, PDF
Continued expansion to AroCell organization in Swedish, PDF

AroCell presents a robust TK1 blood-test at an international biomarker meeting

During the congress of the International Society of Oncology and Biomarkers (ISOBM), 3-7 October 2015 in Zakopane, Poland, AroCell presented its TK 210 ELISA blood test as a robust tool for researchers and clinicians. The test shows good sensitivity and performance in measuring TK1 protein in serum.

abstract

Dr. Kiran Kumar Jagarlamudi and Professor Staffan Eriksson presented an abstract showing comparisons between TK1 protein levels in blood donors compared to TK1 levels in patients with different indications, measured with TK 210 ELISA. Patients with myelodysplastic syndrome (MDS, a pre-form of leukemia), breast cancer and prostate cancer were included. In breast and prostate cancer sera, TK1 protein showed a significant correlation with disease stage progression. “The sensitivity and specificity is quite good and clearly superior to that of activity-based TK assays, especially with serum from patients with solid tumors (Jagarlamudi et al., 2015, manuscript in preparation).” says Dr. Jagarlamudi.

Staffan Eriksson M.D, Ph.D, a co-founder of AroCell concludes: “Thanks to the robust product performance we can now expand our clinical trial activities in cooperation with leading international researchers. Ongoing testing and analyses will most likely further strengthen the scientific foundation for routine use of TK 210 ELISA in cancer disease management in future”.

For additional information please contact:
Jan Stålemark, CEO
AroCell AB (publ) Tel: +46706-926206
info@arocell.com
www.arocell.com

About AroCell
AroCell AB (publ) is a Swedish company that develops standardized modern blood tests to support the prognosis and follow-up of cancer patients. AroCell’s new technology are based on a patented method to measure TK1 protein levels. Tumors with high cell turnover leak TK1 which now can be measured in blood by AroCell’s standard laboratory test; TK 210 ELISA. The test provides valuable clinical information for optimization of treatment strategies and facilitates personalized cancer care. The tests may also assist in monitoring for disease relapse. AroCell is listed at AktieTorget and has about 2 300 shareholders.

Press Release in Swedish, PDF

Clarification regarding press release about CE marking

With reference to yesterday’s press release, where we informed that we have filed TK 210 ELISA for CE mark registration at the Medical Products Agency (LMV), we would like to make a clarification. LMV does not approve products for CE mark but register the manufacturer and product as filed for CE marking. The product can then be marketed as CE marked. The processing time for this registration by LMV is usually 2-3 weeks.

For additional information please contact:

Jan Stålemark, CEO
AroCell AB (publ)
Tel: +46 706 926206
info@arocell.com

For press release in Swedish, PDF

AroCell announces that it has filed for the CE-mark registration of TK 210 ELISA

AroCell has filed TK 210 ELISA for the CE-mark registration at the Swedish Medical Products Agency (Läkemedelsverket).

The CE-mark registration is important for the on going clinical development program and an accepted diagnostic product. ”This is a major milestone for AroCell” states Jan Stålemark, AroCell CEO. “As communicated earlier, we will continue the intensive efforts for clinical documentation for the product by supporting clinical studies. This is important in order to achieve full market acceptance”.

“The ongoing process of establishing evidence-based clinical documentation for our product TK 210 ELISA will be key components which support product benefits for the patients and the healthcare providers. This is what will drive value for our products and services long term” summarizes Jan Stålemark.

For additional information please contact:
Jan Stålemark, CEO
AroCell AB (publ)
Tel: +46 706 926206
info@arocell.com

For press release in Swedish, PDF

AroCell announces achievement of critical milestone: successful phase 1 review of TK 210 ELISA production process.

AroCell is pleased to announce that its first product, TK 210 ELISA has passed the phase 1 verification review of the version which will be CE-marked.

“The phase 1 verification review is the most critical milestone in the project for full-scale production” says Jan Stålemark, AroCell’s CEO. ”

We are pleased that our TK 210 ELISA product has passed this milestone as planned. This paves the way for CE
-marking and market introduction during the autumn this year.”

For additional information please contact:
Jan Stålemark, CEO
AroCell AB (publ)
Tel: +46 706 926206
info@arocell.com

For press release in Swedish, PDF

AroCell recognized by EU Commission and Horizon 2020 Program Committee

AroCell has been recognized as “one of the companies with the most  innovative ideas in the world” by the EU Commission and the Horizon 2020 Program Committee. “

We are delighted and honored that we have received this recognition and the €50.000 grant for a phase 1 project, especially as only 7% of the applications were accepted” says Jan Stålemark, CEO at AroCell.

“We scored 13.75 of 15 possible points with an average of 4.6 per criteria. The threshold for this call was 13.00, which is one of the highest ever noted for this program. In being awarded this grant, the uniqueness of our product
TK 210 ELISA is confirmed as well as the significant clinical need which is addressed by it.”

For additional information please contact:
Jan Stålemark, CEO
AroCell AB (publ)
Tel:+46 706 926206
info@arocell.com

For press release in Swedish, PDF

AroCell strengthens the organization

In preparation for product introduction of TK 210 ELISA in the third quarter of 2015, Helena Wensman, PhD, has been employed by AroCell as International Product Manager.

Helena Wensman has a PhD in anatomy and cell biology from the Swedish University of Agricultural Sciences, where she has conducted lecturing, and post-doctoral research projects from gene to tissue. She comes to AroCell from a position as Key Account Manager Europe at Gradientech AB.

“We are delighted to welcome Helena Wensman to AroCell” states Jan Stålemark, AroCell CEO. “With her unique background in laboratory work, research projects, sales and product support, and relationships with key opinion leaders, I am certain that Helena Wensman will be a solid resource in contributing to the product introduction process of TK 210 ELISA this autumn”.

For additional information please contact:
Jan Stålemark, CEO
AroCell AB (publ)
Tel: +46 706 926206
jan.stalemark@arocell.com

For press release in Swedish, PDF

Report from the annual general meeting of AroCell

The annual general meeting of AroCell AB (publ) was held on 3 June 2015. The following provides a summary of the resolutions passed. All resolutions were passed with the required majority.

4,627,983 (19.7 %) of the total of 23,460,960 shares were represented at the meeting.

The meeting passed a resolution to adopt the presented income statement and balance sheet. The meeting also passed a resolution to allocate the company’s loss in accordance with the Board of Directors’ proposal in the annual accounts. It was further resolved that no dividend would be paid for the 2014 financial year.

The general meeting passed a resolution regarding discharge from liability for members of the Board of Directors and the CEO.

The general meeting passed a resolution that the Board of Directors shall comprise five ordinary members and to appoint one auditor without a deputy.

The meeting passed a resolution that the board fee shall be SEK 150,000 for the chairman and SEK 50,000 for other board members. It was further resolved that the auditor’s fee shall be based on an approved invoice.

The general meeting passed a resolution to re-elect Erik Walldén, Håkan Englund, Staffan Eriksson and Jan Mellberg, and to elect Carl Blomqvist as a new member of the Board. Erik Walldén was appointed chairman of the Board of Directors.

The meeting re-elected Björn Ohlsson of Ernst & Young as auditor.

All the above elections relate to the period until the next annual general meeting.

The meeting passed a resolution to appoint a nominating committee ahead of the 2016 annual general meeting and adopted Instructions and rules of procedure for the nominating committee.

The meeting passed a resolution to authorise the Board of Directors to decide to implement a new issue of shares or other financial instruments in accordance with the proposal in the notice convening the meeting. The resolution was passed unanimously.

For further information:

Jan Stålemark, CEO
AroCell AB (publ)
Tel: +46 (0)18-50 30 20
jan.stalemark@arocell.com

 

Notice of annual general meeting of AroCell AB (publ)

The shareholders of AroCell AB (publ), corporate identity number 556596-6107, are hereby summoned to the annual general meeting on 3 June 2015, 13:00, at Uppsala Business Park, Ivan Rothlin-salen, Rapsgatan 7 in Uppsala.

Right of participation
Shareholders who wish to attend the meeting must be recorded in the share register maintained by Euroclear Sweden AB on 28 May 2015 and must notify the company of their intention to participate in the meeting no later than 16:00 on that date.

In order to be able to participate in the meeting, shareholders whose shares are held in the name of a nominee must temporarily register their shares in their own name with Euroclear Sweden. This registration must be complete by 28 May 2015. This means that shareholders must notify their request to the nominee in good time before this date.

Notification of participation
Notification must be made in writing to AroCell AB (publ), Virdings allé 32B, SE-754 50 Uppsala, by e-mail to info@arocell.com or by telephone on +46 (0)730-746800. The notification must include shareholding, name, address, personal or corporate identity number and daytime telephone number.
If a shareholder intends to be represented by a proxy, a proxy form and other authorisation documents must be enclosed with the notification. Original versions of authorisation documents must be able to produced at the meeting on request. A proxy form will be available, no later than three weeks before the meeting, on the company’s website www.arocell.com and will also be sent to shareholders who so request and provide their postal address.

Proposed agenda

  1. Opening of the meeting
  2. Election of meeting chairperson
  3. Preparation and approval of the voting list
  4. Election or one or two person(s) to verify the minutes
  5. Determination of whether the meeting has been duly convened
  6. Approval of the agenda
  7. Speech by the CEO
  8. Presentation of the annual accounts and auditor’s report
    1. Resolution regarding adoption of the income statement and balance sheet
    2. Resolution regarding allocation of the company’s profit or loss in accordance with the adopted balance sheet
    3. Resolution regarding discharge from liability for members of the Board of Directors and the CEO
  9. Resolution regarding number of board members, auditors and deputy auditors
  10. Determination of board and auditor’s fees
  11. Election of the Board of Directors
  12. Election of auditor(s)
  13. Resolution regarding instructions and rules of procedure for the nominating committee
  14. Resolution regarding authorisation for the Board of Directors to issue shares, warrants or convertibles.
  15. Authorisation for the CEO to make the formal adjustments to resolutions pursuant to item 14 that may prove necessary in connection with registration and implementation thereof
  16. Close of meeting

Proposals

Item 8b: Resolution regarding the company’s profit or loss
The Board of Directors proposes that no dividend is paid for the 2014 financial year and that unappropriated earnings are dealt with in accordance with the proposal in the administration report.

Item 2, 9-12: Election of meeting chairperson, Board of Directors and auditor, and determination of fees
Shareholders representing around 22% of the shares and the votes in the company have notified the following proposals:
that Jan Mellberg shall be elected as meeting chairperson
that the Board of Directors shall comprise five ordinary members
that one auditor shall be appointed without a deputy
that the board fee shall be SEK 150,000 for the chairman and SEK 50,000 for other board members
that the auditor’s fee shall be based on an approved invoice
that Erik Walldén, Håkan Englund, Staffan Eriksson and Jan Mellberg shall be re-elected and
that Carl Blomqvist shall be elected as a new member of the Board
that Erik Walldén shall be elected as chairman of the Board of Directors

The Board of Directors proposes that Björn Ohlsson shall be re-elected as auditor.

Item 13: Resolution regarding Instructions and rules of procedure for the nominating committee
The Board of Directors proposes that the annual general meeting passes a resolution to establish a nominating committee ahead of the annual general meeting 2016. It is proposed that the nominating committee shall comprise three members, being representatives of the two largest shareholders at 30 September 2015 together with the chairman of the Board. If a shareholder should decline, the offer is passed to the shareholder with the next-largest shareholding. No fee shall be paid to members of the nominating committee. It is further proposed that the annual general meeting shall adopt the proposed Instructions and rules of procedure for the nominating committee, which will be available on the company’s website.

Item 14: Authorisation for the Board of Directors to issue shares, warrants or convertibles
The Board of Directors proposes that the annual general meeting shall authorise the Board of Directors, on one or more occasions before the next annual general meeting, to pass a resolution to implement a new issue of shares or an issue of convertibles or warrants, with or without waiver of shareholders’ preference rights. The issue may be made against payment in cash, in kind or offset, or on other market terms specified by the Board of Directors.

The number of shares, convertibles or warrants that may be issued pursuant to the authorisation shall be limited only by what is laid down in the articles of association concerning the limits for share capital and the number of shares at any time.
If the Board of Directors decides to conduct an issue without preference rights for shareholders, this must be done with a view to broadening the ownership, procuring or facilitating the procurement of working capital, increasing the liquidity of the share, making acquisitions, or procuring or facilitating the procurement of capital for acquisitions. In the event of a resolution to carry out share issues without preference rights for shareholders, the issue price shall be the market price at the time the resolution is passed concerning the issue.
To be valid, resolutions in accordance with the above require the support of shareholders representing at least two-thirds of both the votes cast and the shares represented at the annual general meeting.

Other information
The annual accounts, administration report and complete paperwork for the meeting will be available from the company and on the company’s website at least three weeks before the annual general meeting. The documents will be sent on request to shareholders who provide their postal address. If any shareholder so requests and the Board of Directors considers it possible without detriment to the company, the Board of Directors and the CEO shall provide information at the annual general meeting on circumstances that may influence the evaluation of a matter on the agenda and circumstances that may influence the evaluation of the company’s financial situation.

Uppsala, May 2015
AroCell AB (publ)
The Board of Directors

AroCell AB (publ) in brief
AroCell AB (publ) is a Swedish company located in Uppsala. AroCell’s technology is based on an innovative method for measuring how quickly cells divide in the body, which can provide a measure of how aggressive a cancer tumour is. This is done using a simple blood sample and a laboratory test. The test, TK 210 ELISA, provides clinically valuable information to assess prognosis, monitoring the effectiveness of cancer treatment, and treatment optimisation. The test is also ideal for following up and checking for possible recurrence. AroCell is listed on the AktieTorget marketplace in Sweden and has around 1,650 shareholders. Website: www.arocell.com.

Schedule revision providing for CE-mark during third quarter 2015

In conjunction with the scaling-up of the production process for TK 210 ELISA, unforeseen issues have caused a delay. These issues have been identified and are being addressed accordingly. The revised schedule means that the company will introduce a CE-marked product during third quarter 2015.

We have unfortunately encountered some challenges in the process of gearing up to large scale production; however the increasing volume of data from our ongoing internal studies indicates that the product performance is very promising. We are in control of the processes and I am very confident that we will be able to introduce a product with high quality and good performance” states Jan Stålemark, AroCell CEO.

For additional information please contact:
Jan Stålemark, CEO
AroCell AB (publ) Tel: +46706-926206
info@arocell.com
www.arocell.com

 

About AroCell AB
AroCell AB is a Swedish company in Uppsala, Sweden. AroCells technology is based on an innovative method to measure the speed of cell division in the human body, which can provide a measurement of how aggressive a cancer tumor may be. This is done by means of a simple blood test and a laboratory test, called TK 210 ELISA, which provides valuable clinical information for prognosis, monitoring and optimizing cancer treatment. The test may also be used for follow-up and in treatment of potential disease relapse. AroCell is listed on the Swedish AktieTorget and has approximately 1 365 shareholders. For more information, please see www.arocell.com

Schedule revision providing for CE-mark during third quarter 2015 in Swedish, PDF

Revised schedule means CE-marking during the third quarter of 2015

Unforeseen problems have caused a delay in connection with scaling up the manufacturing process for TK 210 ELISA. The problems have been identified and addressed. The revised schedule means that the company will introduce a CE-marked product during the third quarter of 2015.

“Although the delay, which is the result of issues associated with scaling up, is regrettable, the growing body of data from our ongoing internal studies shows the product’s performance to be very promising. We now have control of the process, and I have every confidence that we will be able to introduce a high-quality, high-performing product,” says CEO Jan Stålemark.

For further information:
Jan Stålemark, CEO
Tel: +46 (0)706-92 62 06
info@arocell.com

For press release in Swedish (PDF)