Energeia AS

Prospectus • Jun 17, 2025

Energeia AS: Registration of national prospectus and commencement of subscription period in subsequent offering

Energeia AS: Registration of national prospectus and commencement of subscription period in subsequent offering

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, JAPAN, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA OR THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.

Oslo, 17 June 2025:

Reference is made to the previous stock exchange announcement by Energeia AS (the "Company") on 12 June 2025 regarding the board of director's resolution to carry out a subsequent offering pursuant to an authorization from the general meeting ("Subsequent Offering").

The Subsequent Offering consists of an offer by the Company to issue up to 108,274,086 new shares (the "Offer Shares"), each with a nominal value of NOK 0.02, at a subscription price of NOK 0.02 per Offer Share ("Subscription Price"), being equal to the subscription price in the private placement in the Company announced on 30 April 2025 (the "Private Placement"). Subject to all Offer Shares being issued, the Subsequent Offering will result in approx. NOK 2.2 million in gross proceeds.

A national prospectus pertaining to the Subsequent Offering (the "Prospectus") was registered with the Norwegian Register of Business Enterprises on 13 June 2025. The Prospectus is available at www.energeia.no.

The subscription period in the Subsequent Offering will commence today, on 17 June 2025 at 09:00 hours (CEST) and expires on 24 June 2025 at 16:30 hours (CEST).

The Subsequent Offering will be directed towards shareholders of the Company as of 12 June 2025, as registered in the VPS on 16 June 2025 (the "Record Date"), who (i) were not given the possibility to participate in the private placement directed towards Eidsiva Vekst AS and Obligo Nordic Climate Impact Fund AB as approved on 16 May 2025 (the "Private Placement") and (ii) are not resident in a jurisdiction where such offering would be unlawful or would (in jurisdictions other than Norway) require any prospectus, filing, registration or similar action (the "Eligible Shareholders").

Each Eligible Shareholder are granted 0,9823 non-transferable subscription rights ("Subscription Rights") for every existing share registered as held by such Eligible Shareholder in the VPS as at the Record Date, rounded down to the nearest whole Subscription Right. Each Subscription Right gives, subject to applicable law, the right to subscribe for, and be allocated, one (1) new share in the Subsequent Offering at the Subscription Price. Over-subscription and subscription without subscription rights will not be permitted.

The Subscription Rights must be used to subscribe for Offer Shares prior to expiry of the Subscription Period on 24 June 2025 at 16:30 hours (CEST). Subscription Rights that are not used to subscribe for Offer Shares before the expiry of the Subscription Period will have no value and will lapse without compensation to the holder. The payment date for the Offer Shares will be on or about 30 June 2025.

Subject to timely payment of the Offer Shares subscribed for and allocated in the Subsequent Offering, the issuance and delivery of the Offer Shares pertaining to the Subsequent Offering is expected to be completed on or about 7 July 2025.

For further information, please contact:

Jarl Egil Markussen, CEO, e-mail: jarl@energeia.no and tel: +47 480 23 214

This information is subject to the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.