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Hunter Capital RTO 1 AB (publ): Hunter Capital RTO 1 Signs Transaction Agreement for Reverse Acquisition of ResoTher Pharma

2026-10-28 09:30:00

Hunter Capital RTO 1 AB (publ) ("Hunter Capital RTO 1" or the "Company") today announces that it has entered into a transaction agreement with the Danish biotechnology company ResoTher Pharma A/S ("ResoTher Pharma") regarding a reverse acquisition. The transaction is intended to establish ResoTher Pharma's operations as the operating business of the listed company and represents a significant milestone in the Company's development. The purchase price will be paid through an issuance of new shares in the Company in exchange for shares in ResoTher Pharma. The transaction will be subject to approval by an Extraordinary General Meeting of the Company (the "EGM"), which is expected to be convened within the next few days.

The transaction is based on a valuation of Hunter Capital RTO 1 of SEK 60 million, corresponding to approximately SEK 1.32 per existing share, based on 45,405,000 outstanding shares. ResoTher Pharma is valued at SEK 225 million before capital raises totaling approximately SEK 48 million, resulting in an indicative valuation of approximately SEK 273 million and a total pro forma valuation of approximately SEK 333 million for the combined entity.

Following completion of the transaction, existing shareholders of Hunter Capital RTO 1 are expected to hold approximately 18 percent of the combined entity, while ResoTher Pharma's shareholders are expected to hold approximately 82 percent.

ResoTher Pharma - Strong Phase 2a Clinical Trial Results with Cardioprotective Drug Candidate
ResoTher Pharma is a Danish clinical-stage biotechnology company focused on developing novel treatments for serious inflammation-related diseases. The company's drug development approach focuses on stimulating the body's natural mechanisms for resolving inflammation rather than suppressing it, potentially offering important therapeutic benefits.

ResoTher Pharma's lead drug candidate, RTP-026, is being developed as a potential cardioprotective treatment for patients experiencing an acute ST-segment elevation myocardial infarction (STEMI), a severe form of heart attack. Following standard treatment with percutaneous coronary intervention (PCI), these patients remain at high risk of severe hyperinflammation-related damage to the heart muscle and subsequent loss of cardiac function. In a preclinical STEMI model, RTP-026 has demonstrated the ability to completely restore cardiac function.

In September 2026, ResoTher Pharma announced topline results from a randomised, double-blind, placebo-controlled Phase 2a clinical trial involving 66 patients who underwent PCI following severe STEMI.

The trial demonstrated a strong safety and tolerability profile for RTP-026 in this high-risk STEMI patient population, alongside encouraging indications of reduced myocardial injury and improved cardiac function compared with placebo.

Among the Phase 2a findings, a median improvement of 8 percentage points in left ventricular ejection fraction (LVEF) was observed in both treatment groups after 90 days, compared with 2.5 percentage points in the placebo group. This represents a numerically 3.2-fold greater improvement in cardiac function in the treatment groups compared with placebo. LVEF is an important clinical indicator of cardiac output.

Additional supportive efficacy signals were observed for two important biomarkers of myocardial infarct size.

The Phase 2a results represent an important milestone in the development of RTP-026 and form the basis for the next major step in the company's clinical development programme - a larger international Phase 2b clinical trial. The Phase 2b study aims to demonstrate the efficacy of RTP-026 in improving cardiac function following STEMI, as well as its potential to improve long-term patient survival.

Transaction Structure and Valuation
The reverse acquisition will be implemented through Hunter Capital RTO 1's acquisition of shares in ResoTher Pharma in exchange for newly issued shares in Hunter Capital RTO 1. Following completion of the transaction, ResoTher Pharma will become a subsidiary of the Company.

The transaction is based on an agreed valuation of Hunter Capital RTO 1 of SEK 60 million. Based on 45,405,000 outstanding shares, this corresponds to an implied value of approximately SEK 1.32 per existing share, prior to a reverse share split planned to be carried out in connection with completion of the transaction.

ResoTher Pharma's valuation for the transaction has been agreed at approximately SEK 273 million, reflecting the announced pre-money valuation of SEK 225 million plus gross proceeds of approximately SEK 48 million from capital raises completed in 2026.

The combined entity's indicative pro forma valuation therefore amounts to approximately SEK 333 million.

Based on these valuations, existing shareholders of Hunter Capital RTO 1 are expected to hold approximately 18 percent of the shares and votes in the combined entity, while ResoTher Pharma's shareholders are expected to hold approximately 82 percent upon completion of the transaction.

Further details regarding the proposed changes to the Company's share capital and number of shares will be provided in the notice convening the EGM, at which shareholders will be asked to approve the transaction and related matters.

Capital Raises and Financing Arrangements Totaling Approximately SEK 80 Million
Ahead of the transaction, ResoTher Pharma has raised a total of approximately SEK 48 million through capital raises, comprising bridge financing in May 2026 to support initial preparations for the Phase 2b trial, and an additional capital raise in October 2026 as part of the preparations for the reverse acquisition.

In addition, subject to completion of the transaction, ResoTher Pharma will have access to a SEK 32 million convertible loan facility provided by Hunter Capital AB (publ), bringing the total transaction-related financing to approximately SEK 80 million.

The capital raises and the loan facility are expected to provide ResoTher Pharma with sufficient financial resources to reach potentially value-creating milestones primarily related to the upcoming Phase 2b clinical trial of RTP-026 as a potential novel treatment for STEMI. In parallel, the company may explore additional strategic opportunities, including clinical partnerships to investigate RTP-026 in other hyperinflammatory indications, as well as corporate transactions aimed at creating further value from its drug development activities.

Extraordinary General Meeting and Completion of the Transaction
The transaction is subject to the necessary corporate and regulatory approvals, including approval from Spotlight Stock Market for continued listing of the Company following the reverse acquisition.

Completion of the transaction is conditional upon the EGM approving the reverse acquisition of ResoTher Pharma and related matters, including a reverse share split and amendments to the Articles of Association. The Board of Directors of Hunter Capital RTO 1 intends to convene the EGM within the next few days, with the notice to be published in a separate press release.

Following completion of the transaction, the Company's operations will consist of ResoTher Pharma's biotechnology business, with its lead drug candidate RTP-026 in preparation for a Phase 2b clinical trial. A new Board of Directors and management team are expected to take office in connection with completion.

About ResoTher Pharma A/S
ResoTher Pharma is a Danish clinical-stage biotechnology company developing a novel class of resolution therapeutics for the treatment of acute hyperinflammatory diseases. The company's activities are based on a patent-protected scientific invention originating from the William Harvey Research Institute at Queen Mary University of London, UK, to which the company owns all rights.

Its lead drug candidate, RTP-026, is in Phase 2 clinical development as a potential first-in-class cardioprotective treatment aimed at reducing post-PCI inflammatory damage to cardiac tissue and improving heart function in patients who have experienced a severe heart attack. The company has completed a Phase 2a clinical trial of RTP-026, demonstrating a positive safety profile and encouraging efficacy signals that support further clinical development.

About Hunter Capital RTO 1 AB (publ)
Hunter Capital RTO 1 is a Swedish public limited liability company whose shares are admitted to trading on Spotlight Stock Market. The company was established to identify and complete a reverse acquisition, thereby providing a private growth company with a route to the public equity markets.

Advisers
Setterwalls Advokatbyrå AB is acting as legal adviser to ResoTher Pharma, while Ardenne Advisory AB is acting as legal adviser to Hunter Capital RTO 1 in connection with the transaction.


For further information, please contact:
Jacob Eriksson, CEO
Email: jacob.eriksson@hunterrto.se

Website: www.hunterrto.se


This information constitutes inside information that Hunter Capital RTO 1 AB (publ) is obliged to disclose pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, on 28 October 2026 at 09:30 CET.