BerGenBio

Share Issue/Capital Change • Jun 19, 2020

BerGenBio ASA: Resolution to carry out a share capital increase in connection with the Subsequent Offering

BerGenBio ASA: Resolution to carry out a share capital increase in connection with the Subsequent Offering

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Bergen, Norway, 19 June 2020: Reference is made to the stock exchange

announcement dated 4 May 2020 by BerGenBio ASA (the "Company") regarding the

successful placed Private Placement raising gross proceeds of NOK 500 million

(the "Private Placement") and the stock exchange announcement on 5 May 2020

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") to be carried out

by the Company (the "Subsequent Offering").

Reference is also made to the announcement made on 29 May 2020, where BerGenBio

ASA announced a Notice of a Extraordinary General Meeting to be held on 19 June

2020 at 15:00 hours CET at the company's offices in Møllendalsbakken 9, 5009

Bergen.

The Extraordinary General Meeting has been held and all proposals were resolved

as presented in the notice convening the Extraordinary General Meeting

distributed on 29 May 2020, as further set out in the minutes from the annual

general meeting attached hereto and available at

https://www.bergenbio.com/investors/general-meetings/

During the Extraordinary General Meeting, the decision was made to increase the

share capital by up to NOK 150,000 by issuing up to 1,500,000 offer shares in

the Subsequent Offering. The subscription period in the Subsequent Offering will

commence at 09:00 (CET) on 22 June 2020 and end at 16:30 (CET) on 3 July 2020.

Shareholders in the Company as of 4 May 2020, as registered as shareholders in

the Company's register of shareholders in the Norwegian Central Security

Depository (VPS) as of 6 May 2020 ("Record date") and who were not allocated

shares in the Private Placement, are not resident in a jurisdiction where such

offering would be unlawful or, for jurisdictions other than Norway, would

require any prospectus, filing, registration or similar action, and had an

existing shareholding below a threshold of 150 000 shares in the Company at the

Record date will be granted non-transferable subscription rights that, subject

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

allocated, shares in the Subsequent Offering. Shareholder will receive 0.09352

subscription rights for each share registered as held on the Record Date.

The new shares in the Subsequent Offering will be allocated on or about 3 July

2020, and are expected to be delivered on or about 14 July 2020. Further

information on the Subsequent Offering is included in the Prospectus.

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

(together the "Managers") 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

rune.skeie@bergenbio.com

+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.