The merger constitutes Flerie’s first new investment since the company’s listing on Nasdaq Stockholm and will be implemented by Biosergen being absorbed by Flerie.

Following the completion of the merger, Biosergen’s operations will be contributed to a new subsidiary of Flerie’s wholly owned subsidiary, Flerie Invest AB.

“This is a strategic acquisition of a highly innovative company and marks our first investment since the listing on Nasdaq Stockholm. We see good prospects for developing the unique value that Biosergen and the drug candidate BSG005 represent, together with our co-investors,” says Ted Fjällman, CEO of Flerie.

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The merger is conditional upon, inter alia, approvals at extraordinary general meetings in both companies. Shareholders representing approximately 69.6 percent of the shares and votes in Biosergen, including the company’s largest shareholders Östersjöstiftelsen and Ribbskottet Aktiebolag, have provided voting undertakings to vote in favour of the merger at Biosergen’s extraordinary general meeting. In addition, Flerie’s principal shareholder, Thomas Eldered, through his companies T&M Participation AB and T&M Förvaltning AB, has undertaken to vote in favor of the merger and related resolutions at the extraordinary general meeting in Flerie.

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When InDex Pharmaceuticals announced earlier this year that it would discontinue all development of the company’s drug candidate, Flerie Invest saw an opportunity to become listed and offer new shareholders access to and liquidity in biotech companies while retaining its long-term, active investment strategy.

In connection with the merger, Biosergen is carrying out a rights issue of up to 79,839,888 new shares at a subscription price of SEK 0.50 per share, covered by subscription and guarantee undertakings corresponding to 100 percent. The merger consideration for Biosergen’s shareholders, comprising newly issued ordinary shares in Flerie, values Biosergen at approximately SEK 54.7 million, representing a premium of approximately 33 percent to Biosergen’s post-money value in the rights issue.

”We are very pleased to welcome Flerie as a long-term strategic partner. Their long-term investment approach, extensive life science expertise, and collaborative mindset make them a strong partner for Biosergen as we enter our next phase of development. We are grateful for the confidence and commitment shown by Flerie and our co-investors. This transaction provides the financial resources, strategic support, and industry expertise needed to advance the development of BSG005 and maximize its potential for the benefit of patients and shareholders alike,” says Tine Olesen, CEO of Biosergen.

Background

On 4 April 2026, Biosergen announced that it had paused the continued development of its drug candidate BSG005, intended for treatment of invasive fungal infections, and that the Board of Directors would evaluate various strategic alternatives, including a divestment of the BSG005 asset, a merger or a reverse takeover. Following a comprehensive evaluation of the available alternatives, the Board of Directors of Biosergen has, together with Flerie, arrived at the conclusion that Flerie’s acquisition of Biosergen through the Merger is the best way forward and is beneficial for both companies and their shareholders.

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Biosergen Pauses Development of BSG005

Against the backdrop of a continued challenging financing environment, the Board of Directors of Biosergen has resolved to pause the development of BSG005.