NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, JAPAN AND SOUTH
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PRESS RELEASE



AB SCIENCE ANNOUNCES THE SUCCESSFUL COMPLETION OF A EUR 1.8 MILLION
PRIVATE PLACEMENT

Paris, May 20, 2025, 8am

AB Science S.A. (the “Company” or “AB Science”, Euronext – FR0010557264 – AB) announces today
the successful completion of a capital increase of a total gross amount of EUR 1.8 million subscribed by
a limited number of investors (the “Private Placement”).

The Private Placement is not subject to a prospectus requiring an approval from the French Financial
Market Authority (Autorité des Marchés Financiers – the “AMF”).

Use of proceeds

The Company intends to use the net proceeds of the Private Placement to finance its ongoing activities,
with a focus on the clinical development of the AB8939 program.

Terms and conditions of the Private Placement

The Private Placement, for a total amount of EUR 1.8 million (including share issue premium), was
carried out through the issuance, without preferential subscription rights and without a priority
subscription period, of 1,538,463 new ordinary shares in the Company (the “New Shares”), each with
one share warrant attached (a “BSA” and, together with the New Share to which it is attached, an
“ABSA”), as part of a share capital increase with cancellation of shareholders’ preferential subscription
rights for the benefit of investors within the category of persons defined by the 18th resolution of the
Combined General Meeting of the Company’s shareholders of June 26, 2024 (the “General Meeting”),
in accordance with Article L. 225-138 of the French commercial code (the “Private Placement”).

The issue of the ABSAs, representing approximately 2.38% of the Company’s share capital, on a non-
diluted basis, before completion of the Private Placement, and 2,32% of the Company’s share capital, on
a non-diluted basis, after completion of the Private Placement, was decided on May 19, 2025 by the Chief
Executive Officer, pursuant to the delegation of competence granted to him by the board of directors
dated May 19, 2025, pursuant to the delegation of competence granted to it under the 18th resolution of
the General Meeting .

The issue price of one ABSA is EUR 1.17 (including share issue premium), representing a facial discount
of 24.8% (i.e. EUR 0.39) to the volume-weighted average price of the AB Science shares on the regulated
market of Euronext Paris (“Euronext Paris”) over the three trading days preceding the setting of such
issue price, i.e. May 19, 16, and 15, 2025 (the “3-day VWAP”).

The issue price of an ABSA, including the theoretical value of the BSA attached to it (as described below,
together with the exercise price of such BSA) represents a total 17.9% discount per AB Science share to
the 3-day VWAP, consistent with the maximum discount authorized by the General Meeting pursuant to
its 18th resolution.

Terms and conditions of the BSA

One BSA is attached to each New Share.

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One BSA entitles their holder to subscribe to one new ordinary share of the Company, at a price of EUR
1.79 per ordinary share.

The BSAs may be exercised at any time within 60 months of their issuance. In the event all BSAs are
exercised, a total number of 1,538,463 additional ordinary shares of the Company will be issued,
representing additional total proceeds of approximately EUR 2.8 million.

The theoretical value of each BSA, assuming a volatility of 34.355%1 and based on closing price as of
May 19, 2025, is equal to EUR 0.4053 using Black & Scholes model.

The BSAs will be immediately detached (détachés) from the New Shares upon issuance and are expected
to be listed on Euronext Growth Paris (“Euronext Growth Paris”) on or prior to May 26, 2025.

Impact of the Private Placement on the Company’s shareholding

Following the issuance of the ABSAs, the Company’s total share capital will be EUR 661,764.30 (or
EUR 677,148.93 in the event of exercise of all BSAs). It will be comprised of 59,368,757 ordinary shares
(or of 60,907,220 ordinary shares in the event of exercise of all BSAs) with a par value of EUR 0.01.
There will be no change on the number of preferred shares.

To the Company’s knowledge, immediately prior to completion of the Private Placement and after
completion of the Private Placement, the breakdown of the Company's share capital is as follows:

After the private placement (before After the private placement and
Before the private placement
exercising the BSA) exercise of the BSA
Shareholders
Number of Diluted Number of Diluted Number of Diluted
% % %
shares ( 1) base ( 2) shares ( 1) base ( 2) shares ( 1) base ( 2)
A. Moussy 1 225 040 10,93% 20,87% 1 225 040 10,68% 20,51% 1 225 040 10,44% 20,16%

AMY SAS (3) 12 273 000 18,99% 15,24% 12 273 000 18,55% 14,98% 12 273 000 18,12% 14,72%
Subtotal concert A.
13 498 040 29,92% 36,11% 13 498 040 29,22% 35,49% 13 498 040 28,56% 34,88%
Moussy
Other investors members
1 585 463 3,94% 7,48% 1 585 463 3,85% 7,35% 1 585 463 3,76% 7,22%
of the concert
Actions in the pact 171 000 1,76% 5,85% 171 000 1,71% 5,75% 171 000 1,68% 5,65%

Actions outside the pact 1 414 463 2,19% 1,62% 1 414 463 2,14% 1,60% 1 414 463 2,09% 1,57%

Total concert 15 083 503 33,86% 43,59% 15 083 503 33,08% 42,83% 15 083 503 32,33% 42,10%

Other investors above 5% 6 888 610 10,66% 9,26% 6 888 610 10,41% 9,10% 6 888 610 10,17% 8,94%

Other investors 35 858 181 55,48% 47,15% 37 396 644 56,51% 48,07% 38 935 107 57,50% 48,96%

Total 57 830 294 100,00% 100,00% 59 368 757 100,00% 100,00% 60 907 220 100,00% 100,00%


(1) All classes of shares are affected. The number of ordinary shares amounts to 52,425,569 before the Private Placement,
57,594,294 after the Private Placement (but before exercise of the BSAs), and 60,299,699 after the Private Placement and
exercise of the BSAs.
(2) The diluted basis takes into account the exercise of all instruments giving access to the capital, the definitive allocation of all

free shares and the conversion of all preferred shares into ordinary shares (aiming for the highest theoretical dilution).
(3) AMY SAS is a company controlled by A. Moussy.




1Based on the volatility overt the last 12 months of the Euronext Next Biotech index.



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On the basis of the share capital of the Company immediately after completion of the Private Placement,
the interest of a shareholder who held 1.00% of the Company’s share capital prior to the above-mentioned
capital increase and who did not subscribe to it now stands at 0.98% on a non-diluted basis and 0.73% on
a diluted basis.

Admission to trading of the New Shares

The New Shares are expected to be admitted to trading on the regulated market of Euronext Paris on
May 22, 2025.

The New Shares will be subject to the provisions of the Company’s by-laws and will be assimilated to
existing shares upon final completion of the Private Placement. They will bear current dividend rights
and will be admitted to trading on the same listing line as the Company’s existing shares under the same
ISIN code FR0010557264 – AB.

Lock-up commitments

- The Company has signed a lock-up commitment pursuant to which it has agreed to a lock-up
period of 45 calendar days from the date of the settlement and delivery of the Private Placement,
subject to certain customary exceptions.

- The directors and officers of the Company have signed a lock-up commitment pursuant to which
they have agreed to a lock-up period of 90 calendar days from the date of the settlement and
delivery of the Private Placement, subject to certain customary exceptions.

Financial intermediaries

Maxim Group, LLC acted as placement agent (the “Placement Agent”) relating to the Private Placement.

The Private Placement is governed by an agreement entered into between the Company and the Placement
Agent.

Indicative timetable

May 19, 2025 Decisions of the Board of Directors deciding the principle of the Private
Placement.
May 19, 2025 Decisions of the Chief Executive Officer setting the terms and conditions of the
Private Placement (including the subscription price of the ABSAs and the gross
amount of the Private Placement).
May 20, 2025 Publication of this press release.
May 22, 2025 Publication of the Euronext notice of admission of the New Shares to trading on
Euronext Paris.
May 22, 2025 Settlement-delivery of the ABSAs - Detachment of the BSA - Start of trading of
the New Shares on Euronext Paris.
May 26, 2025 Admission of the BSAs on Euronext Growth Paris.

Risk factors

AB Science draws the attention of the public to the risk factors relating to the Company and its business
described in its annual management reports and press releases, which are available free of charge on the
Company's website (www.ab-science.com).

In addition, the main risks specific to securities are as follows:



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- The existing shareholders who do not participate in the Private Placement will see their shareholding in
the share capital of AB Science diluted, and this shareholding may also be diluted in the event of exercise
of the BSA, as well as in the event of new securities transactions.

- The volatility and liquidity of AB Science shares could fluctuate significantly. The market price of the
Company's shares may fluctuate and fall below the subscription price of the shares issued in the context
of the Private Placement. The sale of Company shares may occur on the secondary market, after the
Private Placement, and have a negative impact on the Company share price.

About masitinib

Masitinib is a novel oral tyrosine kinase inhibitor that is being developed to target mast cells and macrophages,
key immune cells, through inhibition of a limited number of kinases. Due to its unique mode of action, the
Company believed that masitinib can be developed in a wide range of diseases, including oncology,
inflammatory diseases, and certain central nervous system diseases. In oncology, through its immunotherapy
activity, masitinib may have an effect on survival, alone or in combination with chemotherapy. Through its
activity on mast cells and microglial cells and therefore its inhibitory effect on the activation of the
inflammatory process, masitinib may have an effect on the symptoms associated with certain inflammatory
and central nervous system diseases.

About AB8939

AB8939 is a new synthetic microtubule-destabilizing drug candidate. Preclinical data suggests that AB8939
has broad anticancer activity, with a notable advantage over standard chemotherapies that target microtubules
of being able to overcome P-glycoprotein (Pgp) and myeloperoxidase (MPO) mediated drug resistance.
Development of drug resistance often restricts the clinical efficacy of microtubule-targeting chemotherapy
drugs (for example, taxanes and vinca alkaloids); thus, AB8939 has the potential to be developed in numerous
oncology indications.

About AB Science

Founded in 2001, AB Science is a pharmaceutical company specializing in the research, development and
commercialization of protein kinase inhibitors (PKIs), a class of targeted proteins whose action are key in
signaling pathways within cells. Our programs target only diseases with high unmet medical needs, often lethal
with short term survival or rare or refractory to previous line of treatment. AB Science has developed a
proprietary portfolio of molecules and the Company’s lead compound, masitinib, has already been registered
for veterinary medicine and is being developed in human medicine in oncology, neurological diseases,
inflammatory diseases and viral diseases. The company is headquartered in Paris, France, and listed on
Euronext Paris (ticker: AB). Further information is available on AB Science’s website: www.ab-science.com.

Disclaimer

This press release and the information contained herein do not constitute an offer to subscribe or purchase, or
the solicitation of an order to purchase or subscribe, for the New Shares in the United States of America or in
any other jurisdiction. Securities may not be offered or sold in the United States of America absent registration
under the U.S. Securities Act or an exemption from registration under the U.S. Securities Act. AB Science
does not intend to make a public offering of the New Shares in the United States of America or in any other
jurisdiction. The distribution of this press release may be subject to legal or regulatory restrictions in certain
countries. Persons in possession of this press release should inform themselves of and observe any local
restrictions.

The information contained herein is subject to change without notice. This information contains forward-
looking statements, which are not guarantees of future performance. These statements are based on the current
expectations and beliefs of AB Science’s management and are subject to several factors and uncertainties that
could cause actual results to differ materially from those described in the forward-looking statements. AB


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NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, JAPAN AND SOUTH
AFRICA

Science and its affiliates, directors, officers, employees, consultants or agents do not undertake, and are not
under any obligation, to release any updates to any forward-looking statement or to revise any forward-looking
statement.

For additional information, please contact:
AB Science Financial communication and public relations
investors@ab-science.com




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