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Aqua Bio Technology Share Issue/Capital Change 2024

Jan 31, 2024

3535_rns_2024-01-31_eb3428b1-006a-402d-ab7c-9365b3082a13.html

Share Issue/Capital Change

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Aqua Bio Technology ASA: Terms of the Subsequent Offering

Aqua Bio Technology ASA: Terms of the Subsequent Offering

31.1.2024 16:04:10 CET | 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 announcements by Aqua Bio Technology ASA

("ABTEC" or the "Company") on 29 and 30 January 2024 regarding the Private

Placement and the contemplated Subsequent Offering as described therein.

The Subsequent Offering consists of an offering of up to 1,000,000 new shares in

the Company (the "Offer Shares") directed towards the shareholders of the

Company as of 30 January 2024 (as registered in the VPS on 1 February 2024) (the

"Record Date"), except; (i) shareholders that subscribed for shares in the

Private Placement, and (ii) shareholders who are resident in a jurisdiction

where such offering would be unlawful, or would require any prospectus filing,

registration or similar action (the "Eligible Shareholders").

In addition, the following types of investors shall have a secondary right to

subscribe for the Offer Shares; (i) ABTEC shareholders and investors that

participated in the Private Placement, (ii), and (iii) other subscribers without

Subscription Rights (as defined below), subject to a minimum allocation of at

least NOK 5,000 (jointly, the "Secondary Subscribers").

The subscription period in the Subsequent Offering commences on 5 February 2024

at 09:00 hours (CET) and will end on 9 February 2024 at 16:30 hours (CET) (the "

Subscription Period"). The subscription price per Offer Share is NOK 5.00 (the "

Subscription Price"), which is equal to the subscription price in the Private

Placement. If fully subscribed, the Subsequent Offering will raise gross

proceeds of NOK 5,000,000.

In the Subsequent Offering, Eligible Shareholders, will be granted

non-transferable subscription rights (the "Subscription Rights") that, subject

to applicable law, provide preferential rights to subscribe for and be allocated

Offer Shares at the Subscription Price.

The Eligible Shareholders will be granted a certain number of Subscription

Rights for each existing share registered as held by such Eligible Shareholder

as of the Record Date, rounded down to the nearest whole number of Subscription

Rights. Secondary Subscribers will not be granted Subscription Rights. Each

whole Subscription Right will provide a preferential right to subscribe for, and

be allocated, one Offer Share at the Subscription Price. Over-subscription will

be permitted. Other than subscriptions from Secondary Subscribers, subscription

without Subscription Rights will not be permitted.

The Subscription Rights must be used to subscribe for Offer Shares before the

expiry of the Subscription Period on 9 February 2024 at 16.30 hours (CET).

Subscription Rights that are not used to subscribe for Offer Shares before 16.30

hours (CET) on 9 February 2024 will have no value and will lapse without

compensation to the holder.

Completion of the Subsequent Offering is subject to, inter alia, approval from

the Company's Board of Directors. The Offer Shares allocated in the Subsequent

Offering will be resolved issued by the Board of Directors pursuant to an

authorization to increase the share capital.

An invitation letter (the "Invitation Letter") will be prepared in connection

with the Subsequent Offering, which sets out the terms and conditions for the

Subsequent Offering and includes a description of certain risk factors

pertaining to the Company, its shares, and the Subsequent Offering.

The Invitation Letter and the specific number of subscription rights for each

Eligible Shareholder will be published prior to the start of the subscription

period, and will also be made available at websites of Norne Securities AS,

www.norne.no/ABTEC - http://www.norne.no/ABTEC.

Norne Securities AS is acting as Settlement Agent for the Subsequent Offering.

Advokatfirmaet CLP DA is acting as legal counsel to the Company in the

Subsequent Offering.

* * *

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

32 288.

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. ABT's focus on commercialization and development of natural

ingredients and natural skin care products has been, and will continue to be, an

important part of the Company's strategy going forward. Aqua Bio Technology is

listed on the Euronext Expand market of the Oslo Stock Exchange.

This information is subject of the disclosure requirements pursuant to section

of 5-12 of the Norwegian Securities Trading Act.

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/17847556/2882/4013/Download%20announcement

%20as%20PDF.pdf