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BerGenBio

Share Issue/Capital Change Sep 17, 2025

3555_rns_2025-09-17_1ccf4173-c1b9-4a85-9bd0-23bdde800240.html

Share Issue/Capital Change

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BerGenBio ASA: Updated information regarding the contemplated Rights Issue and Merger

BerGenBio ASA: Updated information regarding the contemplated Rights Issue and Merger

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, [email protected]

Rune Skeie, CFO, BerGenBio ASA, [email protected]

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

-12 of the Norwegian Securities Trading Act.

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