17 September 2025

Updated information regarding the contemplated Rights Issue and Merger

Oslo, 17 September 2025: Reference is made to the joint stock exchange announcement made on 30 June 2025 by BerGenBio ASA (the “Company”) and Oncoinvent ASA (“Oncoinvent”) regarding the contemplated combination of the Company, Oncoinvent and BerGenBio Norge AS through a statutory triangular merger (the “Merger”). Reference is also made to the stock exchange announcement made by the Company on 30 June 2025 regarding a fully underwritten rights issue (the “Rights Issue”) with preferential subscription rights (the “Subscription Rights”) for the Company’s existing shareholders at the time of completion of the Merger (the “Rights Issue Announcement”).

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As mentioned in the Rights Issue Announcement, the Company will prepare and publish an EEA prospectus for, inter alia, the offering and listing of the shares to be issued in the Rights Issue (the “Offer Shares”) and for the listing of the consideration shares to be issued in the Merger (the “Merger Shares”). The prospectus will include the full terms and conditions of the Rights Issue and will be subject to approval by the Norwegian Financial Supervisory Authority prior to publication (the “Prospectus”). Due to delays in the Prospectus work stream, the key dates previously announced by the Company and Oncoinvent in connection with the Rights Issue have changed.

The first draft of the Prospectus has been submitted to the Norwegian Financial Supervisory Authority. It is expected that the Prospectus will be approved on or about 28 October 2025. Furthermore, the Company and Oncoinvent expect that the Merger will be completed on or about 29 October 2025, with the first day of trading in the shares of the combined Company expected on or about 30 October 2025. Euronext Oslo Børs has approved that conditions for the continued listing of the Company’s shares on Euronext Oslo Børs after completion of the Merger are met. The subscription period for the Rights Issue is expected to commence on or about 14 November 2025 at 09:00 hours CET and expire at 16:30 hours CET on 28 November 2025. Delivery of the Offer Shares is expected to take place on or about 8 December 2025, through the facilities of the Norwegian Central Securities Depository.

For further information regarding the Rights Issue, reference is made to the Rights Issue Announcement. For further information regarding the Merger and the complete terms and conditions for the Merger, reference is made to the merger plan with appendices available on www.bergenbio.no.

 

For further information, please contact:

Øystein Soug, CEO, Oncoinvent ASA, soug@oncoinvent.com

Tore Kvam, CFO, Oncoinvent ASA, kvam@oncoinvent.com

 

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

Øystein Soug

Chief Executive Officer

soug@oncoinvent.com

Oystein Soug has over 15 years of experience in biotechnology, holding several management positions. Most recently, Mr. Soug was CEO of Arxx Therapeutics, where he led the company to initiate the clinical programme and was responsible for the merger with Dutch pharma company Oxitope Pharma to create Calluna Pharma. Prior to Arxx, he served as CFO and then CEO of Targovax, an Oslo listed biotechnology company, which went public during Mr. Soug’s tenure. Mr. Soug started his career in biotech as CFO of Oslo-listed radiopharmaceutical company Algeta. During this period, the company conducted a successful phase 3 trial, launched its radium-223 based prostate cancer drug Xofigo® and out-licensed the drug. Mr. Soug co-led the sale of the company to Bayer in 2014.  

Mr. Soug holds an MSc in Economics and Financial Markets from Universität St. Gallen in Switzerland in 1997

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Anders Månsson

Chief Executive Officer

mansson@oncoinvent.com

Anders Månsson is a business executive with over 25 years of experience from management roles in the pharmaceutical industry, focusing on commercialisation and M&A + licensing. Mr. Månsson has held leading roles in the industry both in his native Sweden and in other European countries, and he has worked extensively with the USA and Asia as focus markets in global roles.

Mr. Månsson holds a B.Sc. degree in Business & Economics from Lund’s University in Sweden as well as an MBA from Business School Lausanne in Switzerland. He has a broad-based industrial experience, featuring both large multinational companies such as Meda, Ferring & LEO Pharma, and including leading roles in start-ups and smaller biotech companies. On top of his executive role in Oncoinvent, Mr. Månsson holds two non-executive director positions serving on the board of EQL Pharma AB as well Immetric AB, the latter being an investment company focusing on life science.

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