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Aqua Bio Technology Share Issue/Capital Change 2023

May 30, 2023

3535_rns_2023-05-30_dfb07088-6d50-4476-83ed-d349db2fd8d7.html

Share Issue/Capital Change

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Aqua Bio Technology: Issuance of consideration shares to Varming Holding AS

Aqua Bio Technology: Issuance of consideration shares to Varming Holding AS

30.5.2023 11:35:56 CEST | Aqua Bio Technology ASA | Additional regulated

information required to be disclosed under the laws of a member state

Reference is made to the stock exchange announcement on 28 July 2022 where Aqua

Bio Technology ASA ("ABT" or the "Company") announced the acquisition of all

shares in Cosmed Beauty AS and Ultrabody AB (jointly, "Cosmed") from Varming

Holding AS ("Varming"). Under the acquisition terms ABT will issue shares to

Varming at an agreed and fixed subscription price of NOK 8,20 related to an

earn-out based on a multiple of Cosmed's result before tax for each of the

financial years 2022, 2023, 2024 and 2025 with settlement after Cosmed's annual

accounts for the respective financial year having been determined. Cosmed's

result before tax in 2022 was NOK 1 569 849.

Against this background, the board of directors of ABT has today resolved a

share capital increase by the issuance of 217,769 new shares in the Company

towards Varming at a subscription price of NOK 8,20, each new share with a

nominal value of NOK 2.50. The total share subscription amount will be settled

through a set off against Varming's earn out for 2022 that will be settled with

shares.

The share capital increase represents a deviation from the preferential rights

of the Company's shareholders to subscribe for the new shares. The board of

directors has considered the share capital increase in light of the equal

treatment obligations under the Norwegian Public Limited Liability Companies

Act, the Norwegian Securities Trading Act, the rules on equal treatment under

Oslo Rule Book II for companies listed on Euronext Expand and is of the opinion

that the share capital increase is in compliant with these requirements as the

acquisition represented a key strategic investment for the Company.

Following completion of the share capital increase, the Company's share capital

will be NOK 52 228 902.5, divided into 20,891,561 new shares, each with a

nominal value of NOK 2.50.

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

32 288.

This information is subject of the disclosure requirements pursuant to section

5-12 of the Norwegian Securities Trading Act.

About ABT: 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.

DISCLOSURE REGULATION

This information is subject of the disclosure requirements pursuant to section

of 5-12 of the Norwegian Securities Trading Act.

CONTACTS

* Håvard Lindstrøm, 004794132288, [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/17847556/2393/3314/Download%20announcement

%20as%20PDF.pdf