NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES, CANADA, AUSTRALIA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE
PEOPLE'S REPUBLIC OF CHINA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE
DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE.
PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT
Bergen, 17 September 2025: Reference is made to the joint stock exchange
announcement made on 30 June 2025 by BerGenBio ASA (the "Company") and
Oncoinvent ASA ("Oncoinvent") regarding the contemplated combination of the
Company, Oncoinvent and BerGenBio Norge AS through a statutory triangular merger
(the "Merger"). Reference is also made to the stock exchange announcement made
by the Company on 30 June 2025 regarding a fully underwritten rights issue (the
"Rights Issue") with preferential subscription rights (the "Subscription
Rights") for the Company's existing shareholders at the time of completion of
the Merger (the "Rights Issue Announcement").
As mentioned in the Rights Issue Announcement, the Company will prepare and
publish an EEA prospectus for, inter alia, the offering and listing of the
shares to be issued in the Rights Issue (the "Offer Shares") and for the listing
of the consideration shares to be issued in the Merger (the "Merger Shares").
The prospectus will include the full terms and conditions of the Rights Issue
and will be subject to approval by the Norwegian Financial Supervisory Authority
prior to publication (the "Prospectus"). Due to delays in the Prospectus work
stream, the key dates previously announced by the Company and Oncoinvent in
connection with the Rights Issue have changed.
The first draft of the Prospectus has been submitted to the Norwegian Financial
Supervisory Authority. It is expected that the Prospectus will be approved on or
about 28 October 2025. Furthermore, the Company and Oncoinvent expect that the
Merger will be completed on or about 29 October 2025, with the first day of
trading in the shares of the combined Company expected on or about 30 October
2025. Euronext Oslo Børs has approved that conditions for the continued listing
of the Company's shares on Euronext Oslo Børs after completion of the Merger are
met. The subscription period for the Rights Issue is expected to commence on or
about 14 November 2025 at 09:00 hours CET and expire at 16:30 hours CET on 28
November 2025. Delivery of the Offer Shares is expected to take place on or
about 8 December 2025, through the facilities of the Norwegian Central
Securities Depository.
For further information regarding the Rights Issue, reference is made to the
Rights Issue Announcement. For further information regarding the Merger and the
complete terms and conditions for the Merger, reference is made to the merger
plan with appendices available on www.bergenbio.no.
For further information, please contact:
Olav Hellebø, CEO, BerGenBio ASA, Olav.hellebo@bergenbio.com
Rune Skeie, CFO, BerGenBio ASA, rune.skeie@bergenbio.com
This information is subject to the disclosure requirements pursuant to Section 5
-12 of the Norwegian Securities Trading Act.