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BerGenBio

Share Issue/Capital Change Jul 6, 2020

3555_rns_2020-07-06_239e48b1-ab62-46df-941a-2ba442dacac9.html

Share Issue/Capital Change

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BerGenBio ASA: Final results of the subsequent offering

BerGenBio ASA: Final results of the subsequent offering

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, TO U.S. NEWS WIRE

SERVICES, OR IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, THE HONG KONG

SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA, SOUTH AFRICA 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 THE PRESS RELEASE

Bergen, Norway, 6 July 2020: Reference is made to the stock exchange

announcements from BerGenBio ASA (the "Company") relating to the subsequent

offering and listing of up to 1,500.000 new shares, each with a nominal value of

NOK 0.10 (the Offer Shares") at a subscription price of NOK 37.50 per Offer

Share (the Subscription Price") carried out by the Company (the "Subsequent

Offering").

The subscription period in the Subsequent Offering expired on 3 July 2020, at

16:30 hours (CET). By the end of the subscription period, the Company had

received 534,178 valid subscriptions. A total of 282,373 Offer Shares will be

allocated based on subscription rights and a total of 251,805 Offer Shares will

be allocated based on over-subscription in accordance with the allocation

criteria set out in the prospectus dated 19 June 2020.

Notifications of allocated Offer Shares in the Subsequent Offering and the

corresponding amount to be paid by each subscriber will be sent out in a

separate letter to each subscriber. Allocation letters will be sent out on 6

July 2020.

Subject to timely payment of the entire subscription amount in the Subsequent

Offering, the share capital increase relating to the Subsequent Offering is

expected to be registered with the Norwegian Register of Business Enterprises on

or about 13 July 2020 and the Offer Shares will be delivered to the VPS accounts

of the subscribers to whom they are allocated on or about 14 July 2020.

Arctic Securities AS, Carnegie AS and DNB Markets, a part of DNB Bank ASA are

acting as Joint Bookrunners and Managers for the Subsequent Offering.

Advokatfirmaet Thommessen AS is acting as the Company's legal adviser for the

Subsequent Offering.

- END -

Contacts

Richard Godfrey CEO, BerGenBio ASA

+47 917 86 304

Rune Skeie, CFO, BerGenBio ASA

[email protected]

+47 917 86 513

About BerGenBio ASA

BerGenBio is a clinical-stage biopharmaceutical company focused on developing

transformative drugs targeting AXL as a potential cornerstone of therapy for

aggressive diseases, including immune-evasive, therapy resistant cancers. The

company's proprietary lead candidate, bemcentinib, is a potentially first-in

-class selective AXL inhibitor in a broad phase II oncology clinical development

programme focused on combination and single agent therapy in lung cancer,

leukaemia and COVID19. A first-in-class functional blocking anti-AXL antibody,

tilvestamab, is undergoing phase I clinical testing. In parallel, BerGenBio is

developing companion diagnostic tests to identify patient populations most

likely to benefit from bemcentinib: this is expected to facilitate more

efficient registration trials supporting a precision medicine-based

commercialisation strategy.

BerGenBio is based in Bergen, Norway with a subsidiary in Oxford, UK. The

company is listed on the Oslo Stock Exchange (ticker: BGBIO). For more

information, visit www.bergenbio.com

- IMPORTANT INFORMATION -

This document is not an offer to sell or a solicitation of offers to purchase or

subscribe for shares. Copies of this document may not be sent to jurisdictions,

or distributed in or sent from jurisdictions, in which this is barred or

prohibited by law. The information contained herein shall not constitute an

offer to sell or the solicitation of an offer to buy, in any jurisdiction in

which such offer or solicitation would be unlawful prior to registration,

exemption from registration or qualification under the securities laws of any

jurisdiction.

This communication may not be published, distributed or transmitted in or into

the United States, Canada, Australia, the Hong Kong Special Administrative

Region of the People's Republic of China, South Africa or Japan and it does not

constitute an offer or invitation to subscribe for or purchase any securities in

such countries or in any other jurisdiction. In particular, the document and the

information contained herein should not be distributed or otherwise transmitted

into the United States of America or to U.S. persons (as defined in the U.S.

Securities Act of 1933, as amended (the "Securities Act")) or to publications

with a general circulation in the United States of America. This document is not

an offer for sale of securities in the United States. The securities referred to

herein have not been and will not be registered under the Securities Act, or the

laws of any state, and may not be offered or sold in the United States of

America absent registration under or an exemption from registration under

Securities Act. BerGenBio does not intend to register any part of the offering

in the United States. There will be no public offering of the securities in the

United States of America.

The information contained herein does not constitute an offer of securities to

the public in the United Kingdom. No prospectus offering securities to the

public will be published in the United Kingdom. This document is only being

distributed to and is only directed at (i) persons who are outside the United

Kingdom or (ii) to investment professionals falling within article 19(5) of the

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

"Order") or (iii) high net worth entities, and other persons to whom it may

lawfully be communicated, falling within article 49(2)(a) to (d) of the Order

(all such persons together being referred to as "relevant persons"). The

securities are only available to, and any invitation, offer or agreement to

subscribe, purchase or otherwise acquire such securities will be engaged in only

with, relevant persons. Any person who is not a relevant person should not act

or rely on this document or any of its contents.

Any offer of securities to the public that may be deemed to be made pursuant to

this communication in any member state of the European Economic Area (each an

"EEA Member State") that has implemented Directive 2003/71/EC (together with the

2010 PD Amending Directive 2010/73/EU, including any applicable implementing

measures in any Member State, the "Prospectus Directive") is only addressed to

qualified investors in that Member State within the meaning of the Prospectus

Directive. This announcement is not a prospectus within the meaning of the

Prospectus Directive, as implemented in each member State of the European

Economic Area. With respect to the EEA Member States, no action has been

undertaken or will be undertaken to make an offer to the public of the

securities referred to herein requiring a publication of a prospectus in any

Member State. As a result, the securities of the Company may not and will not be

offered in any Member State except in accordance with the exemptions set forth

in Article 3 of the Prospectus Directive.

Investing in securities involves certain risks.

This publication may contain specific forward-looking statements, e.g.

statements including terms like "believe", "assume", "expect", "forecast",

"project", "may", "could", "might", "will" or similar expressions. Such forward

-looking statements are subject to known and unknown risks, uncertainties and

other factors which may result in a substantial divergence between the actual

results, financial situation, development or performance of BerGenBio and those

explicitly or implicitly presumed in these statements. Against the background of

these uncertainties, readers should not rely on forward-looking statements.

BerGenBio assumes no responsibility to update forward -looking statements or to

adapt them to future events or developments.

This information is subject to the disclosure requirements pursuant to section 5

-12 of the Norwegian Securities Trading Act.

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