Circio Holding ASA – Second Tranche of Convertible Bonds

 Reference is made to the Investment Agreement entered into between Atlas Special Opportunities, LLC (“Atlas”) and Circio Holding ASA (the “Company”) in connection with the issue by the Company of convertible bonds (the “Agreement”) and the convertible bond issue approved by an extraordinary general meeting of the Company on 9 March 2023.

The Company has today by a notice of exercise under the Agreement requested Atlas to subscribe and pay for the second tranche of convertible bonds. The parties have agreed to reduce the tranche size to NOK 21.5m, payable in three installments of NOK 7.5m, NOK 7m and NOK 7m, respectively. The first installment, consisting of 3 convertible bonds with an aggregate principal amount equal to NOK 7.5m, will be payable by 1 September 2023 according to the terms of the Agreement.

Conversion of issued bonds has been slower than anticipated due to the low trading volume in Circio Holding ASA shares in recent months. To compensate for this increased investment risk, an additional fee of NOK 500,000 will be payable for the first NOK 7.5m installment. In addition, the two following installments of NOK 7m each will be conditional upon certain changes to the terms of the Agreement intended to improve commercial conditions and provide more trading flexibility. These amendments to the Agreement are currently under discussion between Circio and Atlas, and will be subject to approval by an extraordinary general meeting (EGM) to be held during September 2023.  

For further information, please contact:
Erik Digman Wiklund, CEO
Phone: +47 413 33 536

Renate Birkeli, Investor Relations
Phone: +47 922 61 624

About Circio

Building next generation RNA therapeutics

Circio Holding ASA (OSE: CRNA) is a biotechnology company developing novel circular RNA and immunotherapy medicines.

Circio has established a unique circular RNA (circRNA) platform to develop novel circRNA medicines for cancer, vaccines, rare disease, protein replacement therapy and cell therapy. The proprietary circVec technology is based on a modular genetic cassette design for efficient biogenesis of multifunctional circRNA that can be deployed for many purposes. The most advanced concept, circAde, builds on the company´s validated adenovirus platform to deliver circRNA for durable expression of therapeutic proteins directly into cancer cells. This unique approach is the only currently known circRNA program capable of targeting solid tumors. The circVec platform has broad potential applications, and Circio´s strategy is to generate one or more lead candidates for in house development in specific disease indications and in parallel seek partnerships for other technical applications and therapeutic areas. The circRNA R&D activities are being conducted by the wholly owned subsidiary Circio AB based at the Karolinska Institute in Stockholm, Sweden.

In addition to Circio’s circRNA program, the Company’s’ clinical stage immunotherapy programs are designed to activate the patient´s own immune system to fight cancer cells and provide benefit to patients with no or few treatment alternatives. ONCOS-102 has demonstrated an excellent safety profile, strong immune responses and clinical efficacy in several cancer types in Phase 1/2 studies, both as monotherapy and in combinations with checkpoint inhibitors or standard-of-care chemotherapy. A phase 2 trial to confirm the therapeutic activity of ONCOS-102 in melanoma patients resistant to PD-1 checkpoint inhibitor treatment has been designed, and Circio is seeking external financing and/or partnerships to continue the clinical development.               

Circio’s second clinical stage program is an immunotherapy targeting KRAS driver mutations. TG01 has previously shown robust immune responses and encouraging clinical benefit in surgically resected pancreatic cancer and is currently being tested in two clinical trials in RAS-mutated pancreatic cancer and multiple myeloma in the USA and Norway. These studies are being run through academic collaborative networks, supported by prestigious research grants from Innovation Norway and the Norwegian Research Council, creating broad future optionality for the TG01 program at low cost to Circio.