Working Capital Financing for
Stable Supply of GBS-007
July 10, 2023
Biotech Engineering Company, Striving for Value Creation– For Comprehensive Healthcare System for Children as well as Families and Society –Kidswell Bio Corporation

Purpose of Financing
Securing Working Capital for Biosimilar Business
Financing requirement for increased orders of GBS-007

1

Working capital for manufacturing biosimilar products
Carrying out the business strategy in KWB 2.0 toexpand biosimilar business
Maintaining stable supply for patients

2Enriching share capital by equity financing
To make more potential financing options includingbank loan, etc. available

Consolidating a financial foundation to support KWB’s business growth22Outline of Financing Scheme
18th series of stock acquisition rights (with exercise price adjustment clause)
Day of allotment

July 26, 2023

Number of issuances

150,000 units

Number of dilutive
shares

15,000,000 shares (100 shares per unit of the stock acquisition rights)

Amount of financing

Equivariant to JPY 3,000,000,000

Exercise price

Original exercise price: 90% of the closing price on July 7, 2023
Lower limit exercise price: 50% of the closing price on July 7, 2023
There is no upper limit of exercise price.

Exercise priceadjustment

August 3, 2023 will be the first revision date of the exercise price, and every Thursday thereafter, the exercise price willbe the lowest price of the volume-weighted average price of ordinary trading of the Company's common stock on theTokyo Stock Exchange on each day of the 15 consecutive trading days preceding the revision date. However, if therevised exercise price on the revision date falls below the minimum exercise price, the minimum exercise price shall bethe exercise price.

Subscription for sharesand issuing methodCVI Investments, by the method of third-party allocation

Details of Exercise
Quantity Restrictions

KWB shall not permit CVI investments to carry out any Excess Exercise (which is any exercise of 4th CB, 10th and 18thstock acquisition rights which, in total, amount exceeds 10% of the number of listed shares).

① Total number of issued shares (As to July 7, 2023)

32,066,013 shares② Maximum number of potential diluted shares（4th series of CVs, 10th and 15th series of stock acquisition rights)

6,160,878 shares③ Maximum number of potential diluted shares of 18th series of stock acquisition rights

15,000,000 shares

Total shares (①+②+③)

53,226,891shares

Total number of authorized shares

60,000,000 shares
33

Financing and progress after 2019 ①Strong sales growth of biosimilar business achieved
through timely financing
Sales of Biosimilar business (unit: 100 million yen)
50
40
30

Received
Manufacturing
and Sales
Approval for
GBS-007

Received
Manufacturing
and Sales
Approval for
GBS-01120

Receiving
Manufacturing
and Sales
Approval forthe 4th BSProduct100
2019年3月期
FY 2018

2020年3月期
FY 20192021年3月期FY 20202022年3月期
FY 2021Long-Term Debt:

FinancingAmount

1 billion yen
Long-Term Debt:

CB: 500 million yen

600 million yen

Stock Acquisition
Rights/ Warrants:

2023年3月期
FY 20222024年3月期
FY 2023(Forecast)（予想）
StockAcquisition
Rights/ Warrants（To be issued）(To be executed)
4

Financing and progress after 2019 ②
Strengthening business basis through this financing
for the cell therapy business and stepping forward
R＆D activities
Sale of the Cell Therapy Business (100 million yen)
5040
30
20
10

Aiming for

Completion ofClinical Trial
SHED Master CellandPartnering
Bank inStarting thecompliance withclinical research ofGMP
cerebral palsy

Made Advanced Cell
Technology and Engineering
Ltd. a wholly owned subsidiaryof the Company through ashare exchange.

0
2019年3月期
FY 2018

2020年3月期
FY 20192021年3月期
FY 20202022年3月期
FY 20212023年3月期
FY 20222024年3月期
FY 2023（予想）(Forecast)FinancingAmountCB
1.2 billion yen
Stock
Acquisition
Rights/ Warrants
500 million yen(To be executed)
5

Future Business Strategies
Executing “balanced” business strategies between
R&D activities and financing leading to “appropriate”
share price
Implementation of R&D activities based on ROI
Prioritizing projects considering profitability
Thorough selection and concentration

Financing to enhance stock value
Diversification of financing methods

Strengthening dialogue for rebuilding a relationship of trustwith the stock market

6

Cautionary Statement
This information material is provided for understanding Kidswell Bio
Corporation (“KWB”), not for soliciting investment in KWB shares.
Information provided in this material may contain so-called “forward-lookingstatements.” These statements are based on current expectations, forecasts,
and assumptions that are subject to risks and uncertainties, which could cause
actual outcomes and results to differ materially from these statements. Risks
and uncertainties include success rate of R&D projects, new regulations andrules, relations with partners in the future, etc.
This material includes information on pharmaceutical products andregenerative medicine (or related products), etc., which is being developed orlaunched. However, this is not intended to promote our products or provide
medical advice.
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こどもの力になること、こどもが力になれること