HOFSETH BIOCARE ASA: DISCLOSURES OF LARGE SHAREHOLDINGS
Reference is made to the stock exchange announcements from Hofseth BioCare ASA ("HBC" or the "Company") published on 26 June 2026 and 29 June 2026 regarding a private placement (the "Private Placement") of new ordinary shares ("Offer Shares") at a fixed price per share of NOK 1.30 (the "Offer Price"), which raised gross proceeds of approximately NOK 144.5 million.
The following shareholders of the Company have, on 28 June 2026, been allocated new shares in the Private Placement which implies that their holdings have surpassed a notifiable threshold:
- Hofseth International AS have been allocated 30,384,615 Offer Shares in the Private Placement, the subscription of which is subject to approval by an extraordinary general meeting of the Company expected to be held on or about 30 July 2026. The overall size of the Private Placement implies that Hofseth International AS's portion of the shares in the Company has increased above the 20% threshold, while Hofseth International AS's portion of the votes in the Company has not passed a notifiable threshold. Following the Private Placement, Hofseth International AS holds 105,996,387 ordinary shares in the Company and 16,000,000 unlisted preference shares in Class B without voting rights, corresponding to 20.30 % of the shares in the Company and 17.78% of the votes at the Company's general meetings.
- Scatterty Holdings Ltd. have subscribed for 38,416,538 new shares in the Private Placement. Following this, Scatterty Holdings Ltd. holds 38,416,538 shares in the Company, corresponding to 7.36% of the shares in the Company and 7.60% of the votes at the Company's general meetings.
The following shareholders have had their holdings diluted as a consequence of the Private Placement and thereby passed a notifiable threshold:
- Following the Private Placement, RH Industri AS's portion of the shares and votes in the Company has fallen below the notifiable 15% threshold. After the Private Placement, RH Industri AS continues to hold 69,300,190 shares in the Company, which, following the Private Placement, will correspond to 13.27% of the shares in the Company and 13.69% of the votes at the Company's general meetings.
- Following the Private Placement, Yokorei Co. Ltd.'s portion of the votes in the Company has fallen below the notifiable 10% threshold. After the Private Placement, Yokorei Co. Ltd. continues to hold 40,951,333 shares in the Company, which, following the Private Placement, will correspond to 7.84% of the shares in the Company and 8.09% of the votes at the Company's general meetings.
Roger Hofseth is the controlling shareholder of both Hofseth International AS and RH Industri AS. After the Private Placement, Roger Hofseth and associated parties holds 175,483,243 shares in the Company (of which 16,000,000 shares are unlisted preference shares in Class B without voting rights), which, following the Private Placement, will correspond to 33.60% of the shares in the Company and 31.5% of the votes at the Company's general meetings.
The issuance of Offer Shares to Hofseth International AS remains subject to approval by an extraordinary general meeting, expected to be held on or about 30 July 2026, however the Company has secured sufficient voting undertakings in order to ensure that this resolution will be passed at the extraordinary general meeting.
This disclosure is made pursuant to section 4-2 of the Norwegian Securities Trading Act and is subject to the disclosure requirement pursuant to section 5-12 of the Norwegian Securities Trading Act.
For further information, please contact:
Jon Olav Ødegård, CEO at HBC
Phone: +47 936 32 966
E-mail: joo@hofsethbiocare.no