Aqua Bio Technology ASA: Subsequent Offering – Further information and start of subscription period

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN, HONG KONG, SOUTH AFRICA OR THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN

Reference is made to the stock exchange announcements by Aqua Bio Technology ASA ("ABT" or the "Company") on 30 and 31 January 2024 regarding the completion of a private placement that raised approximately NOK 12.46 million in gross proceeds (the "Private Placement") and a subsequent offering of new shares in the Company (the "Subsequent Offering").

The Subsequent Offering consists of an offering of up to 1,000,000 new shares in the Company (the "Offer Shares") directed towards the shareholders of the Company as of 30 January 2024 (as registered in the VPS on 1 February  2024) (the "Record Date"), except; (i) shareholders that subscribed for shares in the Private Placement, and (ii) shareholders who are resident in a jurisdiction where such offering would be unlawful, or would require any prospectus filing, registration or similar action (the "Eligible Shareholders").

In addition, the following types of investors shall have a secondary right to subscribe for the Offer Shares; (i) ABTEC shareholders and investors that participated in the Private Placement, and (ii) other subscribers without Subscription Rights (as defined below), subject to a minimum allocation of at least NOK 5,000 (jointly, the "Secondary Subscribers").

The subscription period in the Subsequent Offering commences today, on 5 February 2024 at 09:00 hours (CET) and will end on 9 February 2024 at 16:30 hours (CET) (the "Subscription Period"). The subscription price per Offer Share is NOK 5.00 (the "Subscription Price"), which is equal to the subscription price in the Private Placement. If fully subscribed, the Subsequent Offering will raise gross proceeds of NOK 5,000,000.

In the Subsequent Offering, Eligible Shareholders, will be granted non-transferable subscription rights (the "Subscription Rights") that, subject to applicable law, provide preferential rights to subscribe for and be allocated Offer Shares at the Subscription Price.

The Eligible Shareholders will be granted 0,029 Subscription Rights for each existing share registered as held by such Eligible Shareholder as of the Record Date, rounded down to the nearest whole number of Subscription Rights. Secondary Subscribers will not be granted Subscription Rights. Each whole Subscription Right provides a preferential right to subscribe for, and be allocated, one Offer Share at the Subscription Price. Over-subscription will be permitted. Other than subscriptions from Secondary Subscribers, subscription without Subscription Rights will not be permitted.

The Subscription Rights must be used to subscribe for Offer Shares before the expiry of the Subscription Period on 9 February 2024 at 16.30 hours (CET). Subscription Rights that are not used to subscribe for Offer Shares before 16.30 hours (CET) on 9 February 2024 will have no value and will lapse without compensation to the holder.

Completion of the Subsequent Offering is subject to, inter alia, approval from the company's board of directors, including with respect to issuance of allocated Offer Shares.

An invitation letter (the "Invitation Letter") and a company presentation has been prepared in connection with the Subsequent Offering, which provides further information on the Company and its business, sets out the terms and conditions for the Subsequent Offering and includes a description of certain risk factors pertaining to the Company, its shares and the Subsequent Offering.

The Invitation Letter and the company presentation is attached hereto, and will also be made available at websites of Norne Securities AS, www.norne.no/ABTEC.

Norne Securities AS is acting as Settlement Agent for the Subsequent Offering. Advokatfirmaet CLP DA is acting as legal counsel to the Company in the Subsequent Offering.

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For further information, please contact Håvard Lindstrøm, CEO, telephone +47 941 32 288.

Aqua Bio Technology (ABT) is developing and commercializing sustainable biotechnology for use in skin care products. ABT's cosmetics ingredients are highly effective and they provide the cosmetics industry with natural alternatives to traditional ingredients. ABT is also marketing and distributing natural skin care products developed by partners towards consumers and professional users. ABT's focus on commercialization and development of natural ingredients and natural skin care products has been, and will continue to be, an important part of the Company's strategy going forward. Aqua Bio Technology is listed on the Euronext Expand market of the Oslo Stock Exchange.

 

DISCLOSURE REGULATION

 

This information is subject of the disclosure requirements pursuant to section of 5-12 of the Norwegian Securities Trading Act.