HOFSETH BIOCARE ASA: CONTEMPLATED PRIVATE PLACEMENT

About this update from Hofseth Biocare Asa

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES OR ANOTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN. Hofseth BioCare ASA ("HBC" or the "Company") today announces a contemplated private placement (the "Private Placement") of between 96,153,846 and 134,615,384 new shares ("Offer Shares") at a fixed price per share of NOK 1.30 (the "Offer Price") corresponding to a total Private Placement size of between approximately NOK 125 million and NOK 175 million (the "Offer Size"). An amount fully covering the lower end of the Offer Size has already been placed prior to launch of the Private Placement, based on binding pre-commitment undertakings received by the Company. The Offer Shares are expected to be settled with a combination of cash and conversion of receivables towards the Company, where it is currently expected that Offer Shares for an amount of approximately NOK 66.5 million will be settled through conversion of receivables towards the Company. The final number of Offer Shares to be issued will be determined by the Board of Directors of HBC (the "Board") following the application period. The net proceeds of the Private Placement will be used for growth capital; strengthening of the balance sheet, and general corporate purposes. In connection with the Private Placement, the Company's Board will propose to amend the terms of the Company's B-Shares (as defined below) in order to satisfy a condition for participation from Hofseth International AS. Further information is included below. Further, the Company's Board of Directors has also resolved to finally abandon completion of the private placement placed in October 2025. Such private placement has not been possible to complete due to lack of payments from one of the investors.Pre-commitments Scatterty Holdings Ltd (approx. NOK 50 million), Klaus Küttner (approx. NOK 3 million), GCI Hofseth Llc/Galaxy Group (approx. NOK 3.6 million), Christoph Baldegger, Board Director (NOK 4 million), Jon Olav Ødegård, CEO of HBC (NOK 8.25 million), James Berger, Chief Commercial Officer of HBC (NOK 8.25 million), Dr. Bomi Framroze, Chief Scientific Officer of HBC (NOK 3.16 million), Dr. Crawford Currie, Head...

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