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| Land | Norge |
|---|---|
| Lista | Oslo Bors |
| Sektor | Hälsovård |
| Industri | Bioteknik |
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NOT FOR DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, THE UNITED KINGDOM, AUSTRALIA, CANADA, HONG KONG OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.
Oslo, Norway, 6 May 2026 – Circio Holding ASA (OSE: CRNA) ("Circio" or the "Company"), a biotechnology company developing novel circular RNA expression technology for gene and cell therapy, provides practical information relating to the exercise of warrants issued as part of the financing transaction in February 2026.
A total of 67,680,945 warrants were issued on ISIN NO0013711523 in connection with the rights issue and related private placement (Nw.: frittstående tegningsretter) (the "Warrants"), as announced in the stock exchange announcement published on 16 February 2026.
Key terms and dates:
- Warrants outstanding: 67,680,945
- Warrant exercise terms: Each Warrant gives the holder the right to subscribe for one (1) new share in Circio at the exercise price
- Warrant trading: The Warrants are listed and tradable on the Oslo Stock Exchange under the ticker code "CRNAS" with ISIN NO0013711523
- Warrant trading period: The Warrants are tradable to and including 3 June 2026
- Warrant pricing period: 8-22 May 2026
- Warrant exercise price: 20% discount to the volume-weighted average trading price (VWAP) of the shares of Circio during the Warrant pricing period (cf. above)
- Announcement of exercise price: After market close on 22 May 2026 (Newsweb)
- Warrant exercise period: 26 May - 9 June 2026
- Unexercised Warrants: Warrants not exercised by the end of the exercise period will lapse without any compensation to the holder
- Warrant payment date: On or about 12 June 2026
- Tradability and delivery of new shares: As soon as practicable after the Warrant payment date
Main alternatives for Warrant holders:
- Exercise currently held Warrants during the exercise period, pay the exercise price and receive new shares in Circio.
- Buy additional Warrants on the Oslo Stock Exchange. Subsequently exercise all held Warrants during the exercise period, pay the exercise price and receive new shares in Circio.
- Sell a portion of currently held Warrants during the trading period. Subsequently exercise the remaining Warrants held during the exercise period, pay the exercise price and receive shares in Circio.
- Sell all currently held Warrants during the trading period on the Oslo Stock Exchange.
- Do nothing. Warrants not exercised by 9 June 2026 will lapse without any compensation to the holder.
Information related to financing of Warrants:
With regard to the first 3 alternatives above (involving the exercise of Warrants), exercising Warrants means buying new shares in Circio at the exercise price (20% discount to VWAP as mentioned above), and the aggregate exercise price must be settled with cash on the Warrant payment date (on or about 12 June 2026).
It is imperative that investors planning to exercise Warrants secure sufficient financing to cover the aggregate exercise price ahead of the Warrant payment date.
Illustrative example: A holder of 100,000 Warrants (representing the right to buy 100,000 new shares in Circio at the exercise price) would need to pay the exercise price multiplied by the number of Warrants to exercise all Warrants. For example, at an exercise price of NOK 5, NOK 7.5 or NOK 10 per share, the holder would need NOK 500,000, NOK 750,000 or NOK 1,000,000, respectively, to exercise all Warrants.
How to exercise Warrants:
During the exercise period, Warrants can be exercised (i) digitally through the websites of Pareto Securities and Circio, or (ii) manually by contacting Pareto Securities directly. More information about this will be announced after the exercise price has been set on 22 May 2026, ahead of the exercise period commencing on 26 May 2026.
Further information about the Warrants:
The grant or purchase of Warrants by persons resident in, or who are citizens of countries other than Norway or Sweden, may be affected by the laws of the relevant jurisdiction. For a further description of such restrictions, reference is made to Section 11 "Selling and Transfer Restrictions" in the securities note dated 13 January 2026 (the "Securities Note", and together with a registration document dated 1 October 2025, and a registration document supplement and summary dated 13 January 2026, comprise the "Prospectus").
For more information about the Warrants, please refer to the Prospectus. The Prospectus is available on the Company's website: https://www.circio.com/en/rightsissue2026/.