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eureKING Delisting Announcement 2023

Aug 21, 2023

1303_iss_2023-08-21_cf31e75e-c25a-4c94-b500-7f5d5f7a4b13.pdf

Delisting Announcement

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Notice of Redemption of eureKING's Market Shares

Paris, France, August 21, 2023 – eureKING (ISIN: FR0014009ON9, Euronext Paris), the first European special purpose acquisition company ("SPAC") in healthcare dedicated to bioproduction, following the approval by its shareholders and other security holders of the amendments to eureKING's articles of association necessary to proceed with the proposed initial business combination with Skyepharma and the acquisition of SCTbio, announces the opening of a 30-calendar day period during which holders of its Market Shares1 can request redemption of their Market Shares at the agreed price of €10.30.

The present press release constitute the Redemption Notice (Avis de Rachat) contemplated by article 12.4 of the Articles of Association of eureKING.

Today, August 21, 2023 Redemption Notice
[Euronext avis relating to the redemption of the
Market Shares]
Beginning of the 30-calendar day period during
which holders can request the redemption of their
Market Shares
September 20, 2023, 16h00 Paris time Deadline for holders to submit a redemption request
to their financial intermediary
September 22, 2023 Publication of the press release
indicating the
number of Market Shares whose redemption has
been requested
[Euronext avis relating to the number of Market
Shares whose redemption has been requested]
September 27, 2023 Cancellation of repurchased
Market Shares and
payment by eureKING of the redemption price

The redemption of the Market Shares will be effected on the following calendar:

Any holder of Market Shares who wishes to benefit from the redemption must submit a redemption request to the financial intermediary holding its Market Shares, using the form provided by the intermediary, in a timely manner from the date of publication of the IBC Notice or the Redemption Notice, as applicable, as from the date hereof and no later than September 20, 2023 at 16h00 Paris time.

1 As described in the Prospectus approved by the Autorité des Marchés Financiers on May 6, 2022, under no. 22-134 for the purpose of the initial public offering of eureKING (the "IPO Prospectus").

The Market Shares whose redemption is requested must be freely transferable and free from any liens, pledges, encumbrances, or any other guarantees or restrictions of any kind that would restrict the free transfer of their ownership.

Any holders of Market Shares wishing to have all or part of their shares redeemed should:

  • Submit a redemption request to their financial intermediary for all or part of their Market Shares during the August 21 – September 20, 2023 period, in accordance with the standard procedures for securities transactions in Euroclear France. Shareholders are responsible for contacting their financial intermediary to obtain specific instructions on how to submit their redemption requests.
  • Possess full and absolute ownership of the number of Market Shares for which they are requesting redemption by the end date of the redemption period, i.e. September 20, 2023.
  • Not have transferred, as of the date of the redemption of the Market Shares, i.e. September 27, 2023, full ownership of the number of Market Shares for which they have requested redemption.

eureKING will not redeem Market Shares held by eureKING shareholders who have not notified their financial intermediary during the redemption period.

The Market Shares redeemed by eureKING as described above will be cancelled immediately after their redemption through a reduction of eureKING's share capital, in accordance with applicable laws and regulations, including Article L. 228-12-1 of the French Commercial Code. The Board of Directors of eureKING will record the number of Market Shares redeemed and cancelled, and make the necessary amendments to eureKING's Articles of Association.

An amount corresponding to the total redemption price of the Market Shares redeemed in this manner will be deducted from the share capital up to the amount mentioned in the previous paragraph. The remainder will be allocated to distributable reserves (as defined in Article L. 232-11 of the French Commercial Code), in accordance with applicable laws and regulations.

MEDIA CONTACTS

Image Sept Leslie Jung-Isenwater / Sergio de la Calle / Florence Coupry [email protected] +33 (0)1 53 70 74 70

Important notice

The distribution of this document may be restricted by law in certain jurisdictions. Persons into whose possession this document comes are required to inform themselves about and to observe any such restrictions.

This press release is provided for information purposes only. It does not constitute and should not be deemed to constitute an offer to the public of securities, nor a solicitation of the public relating to an offer of any kind whatsoever in any country, including France.

European Economic Area - France

This press release is not a prospectus but an advertisement provided for information purposes only. It does not constitute and should not be deemed to constitute an offer to the public of securities by eureKING, nor a solicitation of the public relating to an offer of any kind whatsoever in any country, including France.

The securities of eureKING are admitted to trading on the professional segment (compartiment professionnel) of the regulated market of Euronext Paris and are addressed solely to Qualified Investors, as defined in the regulation (EU) 2017/1129 of 14 June 2017 and in accordance with the provisions of Article L. 411-2, 1° of the French Code monétaire et financier.

United Kingdom

This press release does not constitute an offer of securities to the public in the United Kingdom. In the United Kingdom, this press release is for distribution only to and is directed only at (a) "qualified investors" within the meaning of Article 2(e) of the Prospectus Regulation as it forms part of U.K. domestic law by virtue of the EUWA which are (b) (i) persons who have professional experience in matters relating to investments falling within the provisions of Article 19(5) of The Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (ii) "high net worth entities", "unincorporated associations" and other persons to whom it may otherwise lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "Relevant Persons"). This press release must not be acted on or relied on, in the United Kingdom, by persons who are not Relevant Persons. Any investment or investment activity to which this communication relates is only available to Relevant Persons and will be engaged in only with Relevant Persons. Persons distributing this press release must satisfy themselves that it is lawful to do so.

United States of America

This press release and the information it contains does not, and will not, constitute an offer to the public to subscribe for or sell, nor the solicitation of an offer to subscribe for or buy, eureKING securities in the United States or any other jurisdiction where restrictions may apply. Securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"), it being specified that the eureKING securities have not been and will not be registered under the Securities Act and eureKING does not intend to register securities or conduct an offer to the public in the United States.

This announcement is not being made in and copies of it may not be distributed or sent, directly or indirectly, into the United States of America, Canada, Australia, Japan or South Africa.

Public information

Investors should review the risk factors described in eureKING's prospectus that has been approved by the AMF on May 6, 2023 solely for the purpose of listing of eureKING securities on the professional segment (compartiment professionnel) of the regulated market of Euronext Paris. A copy of the prospectus is available

on the AMF's website at www.amf-france.org and on eureKING's website at https://eureking.com/wpcontent/uploads/2022/05/eureKING_Prospectus.pdf and may be obtained free of charge from eureKING.

About eureKING

Founded in March 2022, eureKING is a French SPAC (Special Purpose Acquisition Company) formed with the aim of acquiring European companies in the field of cutting-edge biomanufacturing, with the ambition of creating a leading bio CDMO in Europe capable of meeting the growing outsourcing needs of this industry. eureKING has chosen to focus on three highly specialized and strategic segments of the biopharmaceutical industry: the production of biologics, in particular new generations of monoclonal antibodies or complex proteins, the production of cell and gene therapies and the production of live biotherapeutics (with applications in the microbiome).

With a €150 million capital raising in May 2022, eureKING is led by an international management team of experienced healthcare industry talent, 100% dedicated to the SPAC project and its development strategy. eureKING is supported by a Board of Directors with complementary pharmaceutical and financial expertise to achieve its goal of developing and promoting the promising biomanufacturing sector in Europe on an international scale.

eureKING is listed on the professional compartment of Euronext Paris since May 12, 2022.

www.eureking.com