Asetek A/S

Share Issue/Capital Change • May 10, 2023

Asetek A/S - Final results of the Rights Issue

Asetek A/S - Final results of the Rights Issue

Aalborg, 10 May 2023.

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED

STATES OF AMERICA, CANADA, AUSTRALIA, OR JAPAN OR ANY OTHER JURISDICTION IN

WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

Reference is made to the stock exchange announcement by Asetek A/S (the

"Company" or "Asetek") on 8 May 2023 regarding the preliminary results of the

fully underwritten rights issue of 71,166,667 new shares in the Company (the

"New Shares") at a subscription price of NOK 3 per share, raising gross proceeds

of NOK 213,500,001, equivalent to approximately DKK 138 million (the "Rights

Issue").

At the expiry of the subscription period in the Rights Issue, the Company had

received valid subscriptions for a total of 70,691,456 New Shares. Consequently,

the Company received subscriptions corresponding to 99.3% of the New Shares

being offered.

The final allocation of the New Shares has been completed based on the

allocation criteria set out in the prospectus prepared by the Company in

connection with the Rights Issue, dated 18 April 2023. 70,691,456 New Shares

have been allocated to subscribers in the Rights Issue (i.e. all subscriptions

have received a full allocation) and the remaining 475,211 New Shares have been

allocated to the guarantors of the Rights Issue who made binding undertakings to

subscribe for any remaining shares.

Notifications of allocated New Shares and the corresponding subscription amount

to be paid by each subscriber will be distributed today, 10 May 2023. The

payment date for the New Shares is 12 May 2023.

The New Shares may not be transferred or traded before they have been fully paid

by all subscribers and the share capital increase pertaining to the Rights Issue

has been registered with the Danish Business Authority ("DBA"). Subject to

timely payment of the aggregate subscription amount in the Rights Issue, it is

expected that the share capital increase will be registered with the DBA on or

about 15 May 2023 and that New Shares will be delivered to subscribers that have

been allocated New Shares on or about 16 May 2023. Subject to the

aforementioned, the New Shares are expected to be tradable on Oslo Børs on or

about 16 May 2023.

Subsequent to, and subject to, completion of the Rights Issue, the Company's

shares (in the form of share entitlements) will be admitted to trading and

official listing on Nasdaq Copenhagen A/S ("Nasdaq Copenhagen") under the same

ISIN code as the Existing Shares (DK0060477263), expectedly on 17 May 2023.

Shareholders wishing to trade their shares on Nasdaq Copenhagen must transfer

such shares to VP Securities A/S' (Euronext Securities Copenhagen) securities

systems. Such transfers may be subject to fees levied by the settlement parties

in accordance with their respective fee schedules.

Expected timetable

The following table presents the expected timetable of remaining principal

events:

Payment

12

date.............................................................................

............ May

2023

Registration of the share capital increase regarding the New Shares with the

15

DBA..............................................................................

................... May

2023

Delivery of the New

Shares.....................................................................

16

May

2023

First day of trading of the New Shares on Oslo

Børs................................. 16

May

2023

First day of trading and official listing of the Shares (in the form of share

entitlements) on 17

Nasdaq Copenhagen A/S ..............................................

May

2023

As stated in the prospectus prepared by the Company in connection with the

Rights Issue dated 18 April 2023 and the stock exchange announcements by the

Company on 18 April, 24 April and 8 May 2023, the Rights Issue may be withdrawn

by the Company, subject to certain conditions and the Company making an

announcement to that effect, before registration of the capital increase

relating to the New Shares with the DBA.

For further information about the Company, please contact:

CFO Peter Dam Madsen, +45 2080 7200, email: investor.relations@asetek.com

or

David Pangburn, corporate controller, +1 (408) 386-3031, email:

investor.relations@asetek.com

For information about the Rights Issue, please contact the Managers:

Carnegie AS, tel +47 22 00 93 60

Skandinaviska Enskilda Banken AB (publ), tel +45 33 28 29 00

About Asetek A/S

Asetek (ASTK.OL), a global leader in mechatronic innovation, is a Danish garage

-to-stock-exchange success story. Founded in 2000, Asetek established its

innovative position as the leading OEM developer and producer of the all-in-one

liquid cooler for all major PC & Enthusiast gaming brands. In 2013, Asetek went

public while expanding into energy-efficient and environmentally friendly

cooling solutions for data centers. In 2021, Asetek introduced its line of

products for next level immersive SimSports gaming experiences. Asetek is

headquartered in Denmark and has operations in China, Taiwan and the United

States.

IMPORTANT INFORMATION

This announcement does not constitute an offer for sale of, or a solicitation of

an offer to purchase or subscribe for, any securities in the United States.

Securities may not be offered or sold in the United States unless they are

registered or are exempt from registration under the U.S. Securities Act of

1933, as amended. The information contained in this announcement is for

informational purposes only and does not purport to be full or completed. The

Company does not intend to register any portion of this offering in the United

States or to conduct a public offering in the United States. Copies of this

announcement are not being, and should not be, distributed in or sent into the

United States.

In the United Kingdom, this announcement is for distribution only to and is

directed only at persons who (i) have professional experience in matters

relating to investments which fall within Article 19(5) of the Financial

Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the

"Financial Promotion Order"), (ii) are persons falling within Article 49(2)(a)

to (d) ("high net worth companies, unincorporated associations etc") of the

Financial Promotion Order, or (iii) are persons to whom an invitation or

inducement to engage in investment activity (within the meaning of section 21 of

the Financial Services and Markets Act 2000) in connection with the issue or

sale of any securities may otherwise lawfully be communicated or caused to be

communicated (all such persons together being referred to as "relevant

persons"). This announcement is directed only at relevant persons and must not

be acted on or relied on by persons who are not relevant persons. Any investment

or investment activity to which this announcement relates is available only to

relevant persons and will be engaged in only with relevant persons.

This announcement has been prepared on the basis that any offer of securities in

any Member State of the European Economic Area, other than Denmark and Norway,

which has implemented the Prospectus Regulation (EU) (2017/1129, as amended, the

"Prospectus Regulation") (each, a "Relevant Member State") will be made pursuant

to an exemption under the Prospectus Regulation, as implemented in that Relevant

Member State, from the requirement to publish a prospectus for offers of

securities. Accordingly any person making or intending to make any offer in that

Relevant Member State of securities which are the subject of the offering

contemplated in this announcement, may only do so in circumstances in which no

obligation arises for the Company or any of the Managers to publish a prospectus

pursuant to Article 3 of the Prospectus Regulation or supplement a prospectus

pursuant to Article 16 of the Prospectus Regulation, in each case, in relation

to such offer. Neither the Company nor any of the Managers have authorized, nor

do they authorize, the making of any offer of the securities through any

financial intermediary, other than offers made by the Managers which constitute

the final placement of the securities contemplated in this announcement. Neither

the Company nor any of the Managers have authorized, nor do they authorize, the

making of any offer of securities in circumstances in which an obligation arises

for the Company or any Managers to publish or supplement a prospectus for such

offer.

The distribution of this announcement and other information may be restricted by

law in certain jurisdictions. Persons into whose possession this announcement or

such other information should come are required to inform themselves about and

to observe any such restrictions.

The Managers and/or any of their affiliates or any of their respective

directors, officers, employees, advisers, agents or any other person(s) do not

accept any responsibility or liability whatsoever for, or make any

representation or warranty, express or implied, as to the accuracy, completeness

or fairness of the information or opinions in this announcement (or whether any

information has been omitted from this announcement) or any other information

relating the Company or associated companies. The Managers are acting

exclusively for the Company and no-one else in connection with the Rights Issue

and will not regard any other person as their client in relation to the Rights

Issue and will not be responsible to anyone other than the Company for providing

the protections afforded to their clients.

This announcement is for information purposes only and is not to be relied upon

in substitution for the exercise of independent judgment. It is not intended as

investment advice and under no circumstances is it to be used or considered as

an offer to sell, or a solicitation of an offer to buy any securities or a

recommendation to buy or sell any securities of the Company.

Forward looking statements

This announcement includes forward-looking statements which may include

statements regarding the Company's business strategy, financial condition,

profitability, results of operations and market data, as well as other

statements that are not historical facts. Words such as "believe," "anticipate,"

"plan," "expect," "target," "estimate," "project," "predict," "forecast,"

"guideline," "should," "aim," "continue," "could," "guidance," "may,"

"potential," "will," as well as similar expressions and the negative of such

expressions are intended to identify forward-looking statements, but are not the

exclusive means of identifying these statements. By their nature, forward

-looking statements are subject to numerous factors, risks and uncertainties

that could cause actual outcomes and results to be materially different from

those projected. Readers are cautioned not to place undue reliance on these

forward-looking statements. Except for any ongoing obligation to disclose

material information as required by the applicable law, the Company does not

have any intention or obligation to publicly update or revise any forward

-looking statements after it distributes this announcement, whether to reflect

any future events or circumstances or otherwise.

This information is published in accordance with the requirements of the

Continuing Obligations.