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Aqua Bio Technology Capital/Financing Update 2021

Apr 14, 2021

3535_iss_2021-04-14_6cf723f4-b997-40e0-8b93-dc13c521fa40.html

Capital/Financing Update

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Aqua Bio Technology asa - contemplated Private placement of appr. NOK 15 million

Aqua Bio Technology asa - contemplated Private placement of appr. NOK 15 million

14.4.2021 18:45:59 CEST | Aqua Bio Technology ASA | Inside information

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR

INDIRECTLY, IN OR INTO THE United States, Canada, Australia, Japan or Hong Kong

OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION

WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO BUY, SELL

OR SUBSCRIBE FOR ANY SECURITIES DESCRIBED HEREIN.

Aqua Bio Technology asa - contemplated Private placement of appr. NOK 15 million

Aqua Bio Technology ("ABT" or the "Company") is contemplating an equity offering

for gross proceeds of up to appr. NOK 15 million through issuance of appr. 1.3

million new shares (the "Private Placement"). The Private Placement is initiated

on the basis of an approach from the investment company Akvakulturpartner AS ("

Akvakulturpartner") which is focusing on attractive and innovative aquaculture

opportunities. Akvakulturpartner is ultimately owned by Bjørn-Vegard Løvik (CEO

and chairman), Johan E. Andreassen, Andre Skarbø, Jim Solbakken and Ole Gunnar

Solskjær.

Bjørn-Vegard Løvik and Johan E. Andreassen are co-founders of and largest

shareholders in Atlantic Sapphire and have significant experience in the salmon

farming and the broader seafood industry from Villa Organic, a 30,000 tonnes

capacity salmon farming. In addition CEO Mr. Løvik owns two Norwegian salmon

smolt and post smolt facilities, Hjelvik Settefisk and Saetre Settefisk and has

founded and led Prophylaxia AS, an R&D-focused net pen salmon farming business

in Norway.

Akvakulturpartner has expressed an interest to invest NOK 8 million in the

Company, pursuant to a pre-money valuation of the Company of NOK 209 million.

In addition to the investment from Akvakulturpartner, the Company will explore

the possibilities of raising additional capital of appr. NOK 7 million from

certain other external investors in the Private Placement.

The Private Placement will be completed through an issuance of up to appr. 1.3

million new shares in the Company (the "Offer Shares"), each Offer Share at a

fixed subscription price of NOK 11.45, equaling today's closing price at

Euronext Growth.

The net proceeds from the investment from Akvakulturpartner and other investors

will be used for general corporate purposes and various R&D activities and

business development activities, including R&D related to the production of

Aquabeautine XL?, ABT's first and proprietary ingredient.

The application period in the Private Placement opens today, 14 April 2021, at

18:45 CEST and ends at 08:00 on 15 April 2021. The Company may, in its own

discretion, extend or shorten the application period at any time and for any

reason. The minimum application and allocation amount in the Private Placement

NOK equivalent of NOK 100,000 based on relevant and available exceptions from

prospectus and registration requirements. Allocation of the Offer Shares will be

determined at the end of the application period, and final allocation will be

made by the Board at its sole discretion. Notification of the allocation is

expected to be sent out prior to the opening of trading at Euronext Growth on 15

April 2021. Settlement of the Private Placement is expected no later than 15 May

2021 on the basis of existing and already listed shares under a borrowing

arrangement with ABT's largest shareholders.

The Private Placement will be carried out as a private placement and the Board

is of the opinion that this is in the best interest of the Company and its

shareholders. The Board has taken into consideration, among other things, the

fact that the Private Placement will give the Company the possibility to raise

capital quickly and at a price per Offer Share which is considered attractive to

the Company's and which is higher than the price per share expected to have been

achieved in a rights issue. Due to the fact that the investors in the Private

Placement will only be external investors, the Board of Directors does not

intend to carry out a subsequent offering.

The Private Placement is directed towards investors subject to applicable

exemptions from relevant prospectus requirements, (i) outside the United States

to non-US persons in reliance on Regulation S under the US Securities Act of

1933 (the "US Securities Act") and (ii) in the United States to "qualified

institutional buyers" ("QIBs") as defined in Rule 144A under the US Securities

Act in transactions that are exempt for registration under the US Securities

Act.

The completion of the Private Placement by delivery of Offer Shares is subject

to; (i) all necessary corporate resolutions being validly made by the Company,

including without limitation, the Company's board of directors resolving to

approve the Private Placement and issue the Offer Shares pursuant to its

existing authorization to increase the share capital.

* * *

For further information, please contact Edvard Cock, Chairman, telephone +47

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. Aqua Bio Technology is listed on the Axess market of the

Oslo Stock Exchange.

This information was considered to be inside information pursuant to the EU

Market Abuse Regulation, and is subject to the disclosure requirements pursuant

to section 5-12 of the Norwegian Securities Trading Act. The stock exchange

announcement was published by Håvard Lindstrøm, Head of Business Development, on

14 April 2021 at 18:45 CEST.

IMPORTANT INFORMATION

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

purchase or subscribe for shares. Copies of this announcement 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 absent

registration, or an exemption from registration or qualification under the

securities laws of any jurisdiction.

This document is not for publication or distribution in, directly or indirectly,

Australia, Canada, Japan, Hong Kong or the United States or any other

jurisdiction in which such release, publication or distribution would be

unlawful, 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 or to publications

with a general circulation in the United States of America.

This announcement is not an offer for sale of securities in the United States.

Securities may not be offered or sold in the United States absent registration

with the United States Securities and Exchange Commission or an exemption from

registration under the U.S. Securities Act of 1933, as amended (the "Securities

Act"). The Company does not intend to register any part of the offering in the

United States or to conduct a public offering in the United States of the shares

to which this document relates.

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.

This announcement and any materials distributed in connection with this

announcement may contain certain forward-looking statements. By their nature,

forward-looking statements involve risk and uncertainty because they reflect

current expectations and assumptions as to future events and circumstances that

may not prove accurate. A number of material factors could cause actual results

and developments to differ materially from those expressed or implied by these

forward-looking statements.

The Company expressly disclaims any obligation or undertaking to update, review

or revise any statement contained in this announcement whether as a result of

new information, future developments or otherwise.

DISCLAIMER

This information is subject of the disclosure requirements pursuant to section

of 5-12 of the Norwegian Securities Trading Act.

CONTACTS

* Espen Kvale, CEO, +47 916 28 092, [email protected]

ABOUT AQUA BIO TECHNOLOGY ASA

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. Aqua Bio Technology is listed on Euronext Expand.

ATTACHMENTS

Download announcement as PDF.pdf -

https://kommunikasjon.ntb.no/ir-files/17847556/451/580/Download%20announcement%2

0as%20PDF.pdf