Magnasense AB ("Magnasense" or the "Company") has today, in addition to previously announced subscription and free of charge guarantee commitments of approximately SEK 6.6 million, received a bottom-up guarantee commitment of approximately SEK 8.4 million (the "Bottom-up Guarantee") from the investment company Hunter Capital AB (publ) ("Hunter Capital") and an additional free of charge top-down guarantee commitment of approximately SEK 0.4 million from the partner Q Biotech Corp ("Q Biotech"). The commitments are provided within the framework of the Company's ongoing rights issue of units, which was resolved by the Board of Directors on 10 April 2025 with the support of authorization from the extraordinary general meeting on 24 February 2025 (the "Rights Issue"). The top-down guarantee commitment has been provided on the same terms as previously announced top-down guarantee commitments and payment can, to the extent that the guarantee commitment needs to be utilized, be made through set-off against outstanding invoice. Including these additional commitments, subscription and guarantee commitments amount to a total of approximately SEK 15.4 million, corresponding to approximately 57.7 percent of the Rights Issue. The minimum level required for the Rights Issue to be completed has thus been secured.

Sergey A. Dryga, CEO of Q Biotech Corp comments: “Magnasenses advanced detection technology which utilized superparamagnetic nanoparticles, has significant potential in revolutionizing biomolecule detection and bringing much needed rapid diagnostics to oral health and systemic diseases. Q Biotech Corp is excited to contribute to Magnasenses development not only through this investment, but also by bringing significant technical expertise in nanoparticle development and methods of superparamagnetic nanoparticle detection”.

On 10 April 2025, the Board of Directors of Magnasense, with support of the authorization from the extraordinary general meeting on 24 February 2025, resolved on an issue of not less than 23,809,524 units and not more than 42,380,037 units, consisting of shares and warrants free of charge, with preferential rights for the Company's existing shareholders. Through the now entered Bottom-up Guarantee and the additional top-down guarantee commitment, the Rights Issue is covered by subscription and guarantee commitments totalling approximately SEK 15.4 million or 57.7 percent of the Rights Issue, meaning that the minimum level for completion has been secured.

The Bottom-up Guarantee amounts to approximately SEK 8.4 million or approximately 31.5 percent of the Rights Issue and has been provided by the investment company Hunter Capital. The Bottom-up Guarantee including already entered subscription commitments with and without support of preferential rights from board members amounts to approximately SEK 9.6 million, corresponding to approximately 36 percent of the Rights Issue. As a result of the additional commitment from Q Biotech, free of charge top-down guarantee commitments amounts to approximately SEK 5.8 million or approximately 21.7 percent of the Rights Issue. To the extent that Q Biotech's guarantee commitment needs to be utilized, payment can be made through set-off against outstanding invoice. The guarantee commitment under the Bottom-up Guarantee will be forfeited if the Rights Issue is subscribed to approximately 36 percent or more and top-down guarantee commitments will be forfeited if the Rights Issue is subscribed to 100 percent or more. The top-down guarantee commitments are added to the current subscription level and aims to ensure the subscription of the last part of the Rights Issue in case the Rights Issue is not fully subscribed. Neither the subscription commitments nor the guarantee commitments are secured by bank guarantees, restricted funds, pledging or similar arrangements.

Compensation for the commitment under the Bottom-up Guarantee amounts to sixteen (16) percent of the guaranteed amount in cash and six (6) percent of the guaranteed amount in newly issued units. The subscription price for units issued as guarantee compensation is set at SEK 0.63 per unit, corresponding to SEK 0.014 per share, which corresponds to the subscription price in the Rights Issue. Each unit contains, as the units issued within the framework of the Rights Issue, forty-five (45) shares, forty-five (45) warrants of series TO 5 and thirty-six (36) warrants of series TO 6. After the end of the subscription period for the Rights Issue, the Board of Directors will decide on a directed issue of units containing shares and warrants of series TO 5 and TO 6 to Hunter Capital, with support of the authorization used for the decision on the Rights Issue. No compensation is paid for subscription commitments or top-down guarantee commitments.

The compensation for the Bottom-up Guarantee has been determined after arm's length negotiations with the guarantor, in consultation with financial advisors and through analysis of a number of market factors. Against this background, the Board of Directors considers that the compensation reflects current market conditions. The reason for the deviation from the shareholders' preferential rights is to fulfil the Company's contractual obligation to the guarantor. The Board of Directors considers that it is beneficial to the Company's financial position to utilize the option of paying the guarantee compensation partly in the form of issued units instead of cash payment only.For complete terms and conditions for the Rights Issue and other information about the Company, please refer to the information memorandum published by the Company on 22 April 2025, which is available at www.magnasense.com and www.eminova.se.

Advisors
Eminova Partners Corporate Finance AB acts as financial advisor and Moll Wendén Advokatbyrå AB acts as legal advisor in connection with the Rights Issue. Eminova Fondkommission AB acts as the issue agent.

For further information, please contact:
Marco Witteveen, CEO

E-mail: ir@magnasense.com

The Company's Certified Adviser is Eminova Fondkomission AB. adviser@eminova.se

IMPORTANT INFORMATION
The publication, release or distribution of this press release in certain jurisdictions may be restricted by law and persons in the jurisdictions in which this press release has been published or distributed should inform themselves about and observe any such legal restrictions. The recipient of this press release is responsible for using this press release and the information contained herein in accordance with the applicable rules in each jurisdiction. This press release does not constitute an offer to sell or the solicitation of an offer to buy or subscribe for any securities issued by the Company in any jurisdiction in which such offer or solicitation would be unlawful.

This press release is not a prospectus within the meaning of Regulation (EU) 2017/1129 (the "Prospectus Regulation") and has not been approved or reviewed by any regulatory authority in any jurisdiction.

This press release does not constitute an offer or invitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an applicable exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of such securities in the United States. The information in this press release may not be announced, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, in or into the United States, Canada, Australia, Hong Kong, New Zealand, South Africa, South Korea, Switzerland, Singapore, Japan, Russia, Belarus or any other jurisdiction where such announcement, publication or distribution of this information would be unlawful or where such action is subject to legal restrictions or would require additional registration or other measures than those required by Swedish law. Actions in violation of this instruction may constitute a violation of applicable securities legislation.

In the United Kingdom, this document, and any other materials in relation to the securities referred to herein, is only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, "qualified investors" who are (i) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (ii) high net worth persons as referred to in Article 49(2)(a) to (d) of the Order (all such persons are collectively referred to as "relevant persons"). Any investment or investment activity to which this communication relates is available in the United Kingdom only to relevant persons and will be engaged in only with relevant persons. Persons who are not relevant persons should not take any action based on this announcement or act or rely on it.

This press release does not identify or purport to identify any risks (direct or indirect) that may be associated with an investment in new shares. This press release does not constitute an invitation to underwrite, subscribe or otherwise acquire or transfer securities in any jurisdiction. This press release does not constitute a recommendation for any investor's decision regarding the Rights Issue. Each investor or potential investor should conduct its own investigation, analysis and evaluation of the business and information described in this press release and any publicly available information. The price and value of the securities may go down as well as up and past performance is not a guide to future results. Neither the contents of the Company's website nor any other website accessible through hyperlinks on the Company's website are incorporated into or form part of this press release.

Forward-looking statements
This press release contains forward-looking statements that reflect the Company's intentions, beliefs or expectations regarding the Company's future results of operations, financial condition, liquidity, performance, prospects, anticipated growth, strategies and opportunities and the markets in which the Company operates. Forward-looking statements are statements that are not historical facts and can be identified by the use of words such as "believes", "expects", "anticipates", "intends", "estimates", "will", "may", "anticipates", "should", "could" and, in each case, the negatives thereof, or similar expressions. The forward-looking statements in this press release are based on various assumptions, many of which are based on additional assumptions. Although the Company believes that the assumptions reflected in these forward-looking statements are reasonable, there can be no assurance that they will materialise or that they are accurate. Because these statements are based on assumptions or estimates and are subject to risks and uncertainties, actual results or outcomes could differ materially from those in the forward-looking statements for a variety of reasons. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this press release by the forward-looking statements. The Company does not guarantee that the assumptions underlying the forward-looking statements contained in this press release are accurate and any reader of this press release should not place undue reliance on the forward-looking statements contained in this press release. The information, opinions and forward-looking statements expressed or implied herein are made only as of the date of this press release and are subject to change. Neither the Company nor anyone else undertake to review, update, confirm or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this press release, except as required by law or the rules of Nasdaq First North Growth Market.

About Magnasense
Magnasense is a Swedish diagnostics company founded in 2019 to offer tests to monitor and optimize the dosing of biological drugs via its unique patented technology platform. In June 2020, Magnasense was listed on Nasdaq First North Growth Market. The Company's ambition is, in addition to bringing innovative diagnostic technology to the market, to make diagnostics more accessible, easier to use and to provide accurate and easily transferable results. For more information, see Magnasense website www.magnasense.com.