Zelluna ASA [ZLNA]: The first ever cell therapy company to list on the Oslo Stock Exchange following successful completion of the business combination and private placement

Oslo, Norway, 03 March, 2025 - Zelluna ASA, a company pioneering allogeneic ‘off the shelf’ T Cell Receptor based Natural Killer (TCR-NK) cells for the treatment of cancer, today announces the successful completion of a Business Combination and Private Placement. All conditions for completion of the Business Combination have been met, including, confirmation by Euronext Oslo Børs of the continued listing, approval of the Prospectus and regulatory clearances. 

The share capital increases relating to the issuance of the Consideration Shares and the Private Placement Shares was registered today on 3 March 2025 with the Norwegian Register of Business Enterprises. The new share capital of the Company is now NOK 20,227,065.30 divided into 202,270,653 shares, each with a nominal value of NOK 0.10. Consequently, the Business Combination has now been completed.

The name change from Ultimovacs ASA to Zelluna ASA has also been registered with the Norwegian Register of Business Enterprises. The name change and the first day of trading is expected to be implemented on Euronext Oslo Børs on or about 4 March 2025. The ticker code of the Company will change from "ULTI" to "ZLNA".

Cell therapies are a class of therapeutics that have delivered "cures” in late-stage cancer patients with a number of therapies approved mainly for liquid cancers and several with data from fewer than 100 patients for regulatory approval. Despite successes two key challenges remain: 1) solid cancers - representing the largest cancer burden worldwide (e.g. lung, ovarian, breast and head & neck cancers) - remain tougher to treat, and 2) scaling and global access to treatment is highly limited with current therapies. 

Zelluna has built a platform to take the curative potential of cell therapies to solid cancers at a global scale. Zelluna does this through a game changing and highly differentiated "off the shelf” cell therapy platform, which merges clinically validated components - TCR targeting with NK cells - to form TCR-NK. This novel TCR-NK platform is protected by strong intellectual property opening up the potential for an unprecedented opportunity to capture the market of an entire therapeutic field. The lead asset nearing the clinic is a world’s first MAGE-A4 targeting TCR-NK which can potentially be used to treat a range of solid cancers with unmet medical need in high value cancer markets.  

The Board of Directors and management team of Zelluna ASA include serial biotech entrepreneurs with deep experience in discovery through to clinical development of TCR, cell-based and immunotherapy products including marketed products. The management team comprise the following:

Namir Hassan, CEO
Hans Vassgård Eid, CFO
Anders Holm, COO/Head of BD
Jens Bjørheim, CMO 
Luise Weigand, Head of Research
Emilie Gauthy, Head of CMC
Øivind Foss, Head of Clinical Operations 
Julia Ino, Head of Project Management

Namir Hassan, the Chief Executive Officer of Zelluna ASA, commented:
"Today marks a pivotal moment in Zelluna’s journey, as we are poised to enter the public markets. Through the unwavering dedication of our team, board and investors, we have pioneered the TCR-NK platform from basic research, to the public markets with an exciting, worlds first MAGE-A4 lead program heading towards the clinic. Listing on the Oslo Stock Exchange opens new doors for growth and innovation, enhances our visibility and provides the financial flexibility needed to accelerate the development of our groundbreaking cell therapies getting them closer to solid cancer patients who need them.”    

Anders Tuv, Chairman of the Board of Directors, commented: 
"Zelluna’s listing on the Oslo Stock Exchange marks a defining step in our evolution as a highly differentiated, globally positioned cell therapy company. Our world leading position in the TCR-NK therapeutic field, and ambition to drive cell therapy application in solid tumours on a global scale potentially promises massive commercial opportunities. To realise this vision and maximize both patient impact and shareholder value, we are backed by an internationally recognized management team and life science specialist investors who share our bold ambitions."

Additional information regarding the transactions referred to above can be found in the stock exchange announcements published on (i) 17 December 2024 regarding the agreement to combine the businesses of Ultimovacs ASA (now Zelluna ASA) (the "Company") and Zelluna Immunotherapy AS (the "Business Combination") and the fully committed private placement (the "Private Placement" and together with the Business Combination, the "Transactions"), (ii) 9 January 2025 regarding the extraordinary general meeting, which, inter alia, resolved to issue 147,991,521 new shares connection with the Business Combination (the "Consideration Shares") and 19,873,071 shares in connection with the Private Placement (the "Private Placement Shares") and (iii) on 28 February 2025 by the Norwegian Financial Supervisory Authority regarding the approval of a prospectus for listing of the Consideration Shares and Private Placement Shares (the "Prospectus"). 

For further information, please contact: 
Namir Hassan, CEO, Zelluna ASA
Email: namir.hassan@zelluna.com 
Phone: +44 7720 687608

Hans Vassgård Eid, CFO, Zelluna ASA 
Email: hans.eid@zelluna.com
Phone: +47 482 48632 

About Zelluna ASA
Zelluna’s mission is to deliver transformative treatments with the capacity to cure advanced solid cancers, in a safe and cost-efficient manner, to patients on a global scale. The Company aims to do this by combining the most powerful elements of the immune system through pioneering the development of "off the shelf” T cell receptor (TCR) guided natural killer (NK) cell therapies (TCR-NK). The TCR-NK platform offers a unique mechanism of action with broad cancer detection capability to overcome the diversity of tumours and will be used "off the shelf” to overcome scaling limitations of current cell therapies. The lead program is a world’s first MAGE-A4 targeting "off the shelf” TCR-NK for the treatment of various solid cancers; a pipeline of earlier products follows. The Company is led by a management team of biotech entrepreneurs with deep experience in discovery through to clinical development of TCR and cell-based therapies including marketed products.