Hofseth BioCare ASA
Terms of the Subsequent Offering
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES OR ANOTHER 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.
Reference is made to the stock exchange announcement by Hofseth Biocare ASA ("HBC" or the "Company") on 27 October 2025 regarding completion of a private placement (the "Private Placement") of new shares in the Company, and to the stock exchange announcement on 27 October 2025 regarding key information for a subsequent offering of up to 16,666,666 new Ordinary Shares in the Company (the "Offer Shares"), each at the same subscription price per Offer Share as the subscription price in the Private Placement (the "Subsequent Offering").
The Company's Board of Directors has now resolved to proceed with the Subsequent Offering, which may raise total gross proceeds of up to approximately NOK 30 million. The shareholders in the Company as of 24 October 2025 (the "Existing Shareholders"), as registered in the VPS on 28 October 2025 (the "Record Date"), except (i) shareholders who were offered to apply for Offer Shares in the Private Placement, and (ii) shareholders who are 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"). If not all Offer Shares are subscribed and allocated (including through over-subscription) following the subscription period for the Subsequent Offering, any remaining Offer Shares may be subscribed for by investors in the Private Placement or other investors that the Board deems to be of strategic importance for the Company ("Secondary Subscribers"), with allocation at the discretion of the Board. Over-subscription will be permitted. Subscription without Subscription Rights (as defined below), other than for Secondary Subscribers, will not be permitted.
Each Eligible Shareholder will be granted 0.1134 non-transferable subscription rights (the "Subscription Rights") for each existing share in the Company registered as held by the Eligible Shareholder as of the Record Date, rounded down to the nearest whole Subscription Right. Each Subscription Right will give the right to subscribe for, and be allocated, one (1) Offer Share.

