Merger Announcement

JAN H. EGBERTS, M.D., CHAIRMAN, NORDIC NANOVECTOR

MALENE BRONDBERG, INTERIM CEO AND CFO, NORDIC NANOVECTOR KOSTAS ALEVIZOPOULOS, CEO, APIM THERAPEUTICS

10 November 2022

Nordic Nanovector ASA

Kjelsåsveien 168 B, 0884 Oslo, Norway

www.nordicnanovector.com

IR contact: IR@nordicnanovector.com

Disclaimer and Important Information

This presentation and its appendices (jointly the "Presentation") have been prepared jointly by Nordic Nanovector ASA and APIM Therapeutics AS, including their subsidiaries (referred to as the "Combined Group"). The Presentation is made solely for information purposes in connection with the contemplated acquisition by Nordic Nanovector ASA of APIM Therapeutics AS.

The Presentation is not intended to, and should not by anyone, form the basis of any investment activity or decision and does not constitute or form part of an offer to sell or issue, or a solicitation of an offer to purchase or subscribe for, any securities or other interests in the Combined Group or any related entity. The information set out in the Presentation shall not form the basis of any contract and should not be relied upon in relation to any contract or commitment.

This Presentation has not been approved, reviewed or registered by or with any public authority or stock exchange. This Presentation is not a prospectus within the meaning of the EU Prospective Regulation (Regulation (EU) 2017/1129) and does not contain the same level of information as a prospectus. An information document contemplated to be prepared in connection with the listing of the new shares on Euronext Oslo Børs will contain more extensive information about the Group and its operations than this Presentation.

The information in this Presentation has been provided by entities that are part of the Combined Group and/or has otherwise been obtained from publicly available sources. The Presentation does not purport to be comprehensive or include all information that a reader may need to evaluate the Combined Group or its business.

Nothing in this Presentation is, or should be relied upon as, a promise or representation, and no representation or warranty, express, assumed or implied, is made by the Combined Group (nor any of its respective advisers) as to the fairness, accuracy, reasonableness or completeness of the information contained herein, and no reliance should be placed on it. Moreover, the information in the Presentation reflects the Combined Group's estimates and/or assessments (unless otherwise indicated). In particular, no representation or warranty is given as to the achievement or reasonableness of future projections, management targets, estimates or prospects, if any. Accordingly, none of the Combined Group, nor any of its respective affiliates, representatives, directors, officers, employees or advisers, nor any other person, shall be liable for any direct, indirect or consequential loss or damage suffered by any person as a result of relying on any statement in or omission from this Presentation. Any such liability arising out of or in connection with the Presentation, directly or indirectly, is hereby expressly disclaimed.

The Presentation may contain information obtained from third parties. Such information has been accurately reproduced and, as far as the Combined Group is aware of and able to ascertain from the information published by that third party, no facts have been omitted that would render the reproduced information to be inaccurate or misleading in any material respect. While all reasonable care has been taken to ensure that the facts herein are accurate and that the forecasts, opinions, expectations and other forward-looking statements stated herein are reasonable, there can be no assurance that the assumptions and expectations on which they are based are correct.

The Presentation contains certain forward-looking statements relating to the Combined Group's business, financial performance and results and/or the industry in which the Combined Group operates. Forward looking statements concern future circumstances and results and other statements that are not historical facts, sometimes identified by the words "believes", "expects", "predicts", "intends", "projects", "plans", "estimates", "aims", "foresees", "anticipates", "targets" and similar expressions. The forward-looking statements contained in the Presentation, including assumptions, opinions and views of the Combined Group or cited from third party sources are solely opinions and forecasts which are subject to risks, uncertainties and other various factors that may cause actual events to differ materially from any anticipated development.

This Presentation speaks only as of 10 November, 2022. There may have been changes in matters that affect the Combined Group subsequent to the date of this Presentation. The Combined Group undertakes no obligation to amend, correct or update this Presentation or to provide any additional information about any matters.

This Presentation is subject to Norwegian law, and any dispute arising in respect of this Presentation is subject to the exclusive jurisdiction of Norwegian courts with Oslo city court (Nw: Oslo tingrett) as exclusive venue.

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Merger between Nordic Nanovector and APIM Therapeutics

  • Nordic Nanovector has completed the strategic review announced in August
  • Parties agree to merge in an all-stock deal
    • Creates a larger, clinical-stageoncology-focused company
  • Combined company has a broad oncology portfolio
  • APIM's ATX-101, a first-in-class peptide represents a 'pipeline in a product' opportunity
    • ATX-101currently in a Phase 1b/2a clinical study in ovarian cancer and a Phase 2 study in sarcoma
    • Other near-term clinical opportunities for ATX-101 in oncology
    • Additional opportunities in other indications such as solid tumours and haematological malignancies
    • Plus Nordic Nanovector's preclinical- and clinical-stageCD37-targeting immunotherapy programmes
  • Combined company has a highly competent and experienced management team, supported by leading international key opinion leaders
  • Combined company is expected to have funding into 2024

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"All hands on deck" at Nordic Nanovector since

PARADIGME Announcement

  • Immediately implemented significant cost reductions to extend runway
    • Headcount reduced from ~70 to 8 FTEs today
    • Terminated more than 100 contracts with external partners
    • Reduced Board from 6 to 3 members and Leadership Team from 6 to 2
    • Closed Danish office and downsized Swiss office
  • Initiated broad strategic review of Nordic Nanovector comparing:
    1. Develop viable "go it alone" strategy by leveraging our existing R&D portfolio versus
    2. With the help of Carnegie, assessed viable M&A opportunities
      • Primary focus on Norwegian oncology companies and secondary focus on Nordic oncology companies
      • Discussions held with 25+ Nordics and International M&A opportunities
      • Primary focus on i) strategic fit of M&A targets as well as ii) maximizing shareholder value
      • Extensive reverse Due Diligence of both Company and selected M&A targets
  • Weekly meetings between Management, Board and advisors to provide support and monitor progress
  • Legal support from Selmer and fairness opinion from KPMG

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Transaction Details

  • Merger with APIM Therapeutics, a privately held, clinical-stage oncology company based in Norway
  • All-stocktransaction - issue of new shares by Nordic Nanovector to APIM Therapeutics shareholders
  • Upon completion of the transaction
    • Former shareholders of APIM Therapeutics will own approx. 76% of the new combined entity
    • Nordic Nanovector's current shareholders are expected to own approx. 24%
  • Pursuant to the transaction
    • Previously issued APIM warrants will be exercised raising NOK 55 million
    • APIM Therapeutics shareholders together representing 100% have entered into a merger agreement
    • Major APIM shareholders have agreed to 12-monthslock-up

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Nordic Nanovector ASA published this content on 10 November 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 November 2022 08:56:04 UTC.