HOFSETH BIOCARE ASA: PRIVATE PLACEMENT SUCCESSFULLY PLACED

Issuer

Hofseth BioCare ASA

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 from Hofseth BioCare ASA
("HBC" or the "Company") published on 26 June 2026 regarding a private placement
(the "Private Placement") of between 96,153,846 and 134,615,384 new shares
("Offer Shares") at a fixed price per share of NOK 1.30 (the "Offer Price")
corresponding to a total Private Placement size of between approximately NOK
125 million and NOK 175 million (the "Offer Size").

The Company is pleased to announce that the Board of Directors has now allotted
111,154,608 Offer Shares at the Offer Price, corresponding to gross proceeds of
approximately NOK 144.5 million. The Offer Shares will be settled with a
combination of cash and conversion of receivables towards the Company, of which
Offer Shares for an amount of approximately NOK 66.5 million will be settled
through conversion of receivables towards the Company.

The net proceeds of the Private Placement will be used for growth capital,
strengthening of the balance sheet and for general corporate purposes.

The following investors pre-committed to subscribe for Offer Shares and have
been allocated Offer Shares in the Private Placement as set out below:

* Scatterty Holdings Ltd has been allocated 38,461,538 Offer Shares for a
total subscription amount of approximately NOK 50,000,000;
* Hofseth International AS has been allocated 30,384,615 Offer Shares for a
total subscription amount of approximately NOK 39,500,000;
* Klaus Küttner has been allocated 2,353,846 Offer Shares for a total
subscription amount of approximately NOK 3,060,000;
* Galaxy Group has been allocated 2,769,230 Offer Shares for a total
subscription amount of approximately NOK 3,600,000;
* Christoph Baldegger, Board Director and primary insider of HBC, allocated
3,076,923 Offer Shares for a total subscription amount of approximately NOK
4,000,000;
* Jon Olav Ødegård, Chief Executive Officer of HBC, has been allocated
6,346,153 Offer Shares for a total subscription amount of approximately NOK
8,250,000;
* James Berger, Chief Commercial Officer of HBC, has been allocated 6,346,153
Offer Shares for a total subscription amount of approximately NOK 8,250,000;
* Dr. Bomi Framroze, Chief Scientific Officer of HBC, has been allocated
2,435,384 Offer Shares for a total subscription amount of approximately NOK
3,166,000;
* Dr. Crawford Currie, Head of Medical R&D at HBC, has been allocated
2,435,384 Offer Shares for a total subscription amount of approximately NOK
3,166,000;
* Leif Arne Giske, Accounting Manager of HBC, has been allocated 2,435,384
Offer Shares for a total subscription amount of approximately NOK
3,166,000; and
* William Urban-Smith, Head of B2C of HBC, has been allocated 769,230 Offer
Shares for a total subscription amount of approximately NOK 1,000,000.

The Private Placement will be settled in two tranches: (i) a first tranche of
78,334,609 Offer Shares ("Tranche 1") where the Offer Shares have been resolved
issued pursuant to a Board authorization (the "Board Authorization") granted by
the extraordinary general meeting of the Company held on 20 November 2025, and
(ii) a second tranche of 32,819,999 Offer Shares ("Tranche 2") to be issued
subject to approval by an extraordinary general meeting of the Company expected
to be held on or about 30 July 2026 (the "EGM").

In line with this settlement structure, the Company's Board of Directors has
today resolved to increase the share capital of the Company with NOK 783,346.09
through the issuance of 78,334,609 Tranche 1 Offer Shares, each with a par value
of NOK 0.01.

Notices of allocation of Offer Shares (conditional in respect of Tranche 2) are
expected to be distributed to the investors on or about 29 June 2026. The
payment date for Tranche 1 is expected on or about 29 June 2026, and the
settlement date for Tranche 1 is expected on or about 30 June 2026, following
fulfilment of the Tranche 1 Conditions (as defined below). The first day of
trading for the Offer Shares in Tranche 1 is expected on or about 2 July 2026,
but not before the share capital increase pertaining to Tranche 1 has been
registered with the Norwegian Register of Business Enterprises.

The EGM is expected to be held on or about 30 July 2026. The payment date for
Tranche 2 is expected on or about 4 August 2026, and the settlement date for
Tranche 2 is expected on or about 5 August 2026. The first day of trading for
the Offer Shares in Tranche 2 is expected during Q3 2026, following fulfilment
of the Tranche 2 Conditions and a listing prospectus for the listing of the
Offer Shares in Tranche 2 being approved by the Norwegian Financial Supervisory
Authority (the "Prospectus") and published by the Company.

Completion of Tranche 1 is subject to (i) the Board resolving to consummate the
Private Placement by allocating and issuing the Tranche 1 Offer Shares pursuant
to the Board Authorization (which has been satisfied at the time hereof), and
(ii) registration of the share capital increase concerning the issuance of
Tranche 1 Offer Shares in the Norwegian Register of Business Enterprises (the
"Tranche 1 Conditions"). Completion of Tranche 2 is subject to (i) satisfaction
of the Tranche 1 Conditions, (ii) the EGM resolving certain amendments to the
terms of the Company's unlisted preference shares in Class B (as further
described in the stock exchange notice announcing the Private Placement), (iii)
the EGM resolving to issue the Tranche 2 Offer Shares, and (iv) registration of
the share capital increase concerning the issuance of the Tranche 2 Offer Shares
in the Norwegian Register of Business Enterprises (the "Tranche 2 Conditions").

Upon completion of the Private Placement, the Company will have a share capital
of NOK 5,222,356.38, divided by 506,235,638 Ordinary Shares and 16,000,000
unlisted preference shares in Class B held by Hofseth International AS, each
with a par value of NOK 0.01.

As further described in the stock exchange announcement regarding the launch of
the Private Placement on 26 June 2026, the Company's Board of Directors has
considered the structure of the contemplated Private Placement in light of the
equal treatment obligations under the Norwegian Public Limited Companies Act and
the Norwegian Securities Trading Act as well as the Oslo Stock Exchange's
guidelines on the rule of equal treatment, and is of the opinion that the
proposed Private Placement is in compliance with these requirements. By
structuring the transaction as a private placement, the Company was in a
position to raise capital in an efficient manner with and with significantly
lower completion risks compared to a rights issue. The price per Offer Share in
the Private Placement was set at the latest closing price of the Company's
ordinary shares on 26 June 2026. In addition, the Private Placement was subject
to marketing through a publicly announced private placement process. On this
basis and based on an assessment of the current equity markets, the Board has
considered the Private Placement to be in the common interest of the Company and
its shareholders. As a consequence of the contemplated Private Placement
structure, the shareholders' preferential rights to subscribe for the Offer
Shares will be deviated from.

In light of the above and the results of the bookbuilding in the Private
Placement, the Company's Board of Directors has resolved to not carry out a
subsequent offering. In reaching this conclusion, the Board of Directors has
emphasized in particular that the subscription price in the Private Placement
was set at the latest closing price of the Company's ordinary shares and that
shareholders that wish to limit their dilution from the Private Placement will
likely be able to do so through purchases of shares in the market.

Advisor

Advokatfirmaet CLP DA is acting as legal advisor to the Company.

This information was published by Jon Olav Ødegård, CEO of the Company, on the
date and time provided herein.

For further information, please contact:Jon Olav Ødegård, CEO at HBC
Phone: +47 936 32 966
E-mail: [email protected] (mailto:[email protected])

Important information

This announcement is not and does not form a part of any offer to sell, or a
solicitation of an offer to purchase, any securities of the Company.

Copies of this announcement are not being made and may not be distributed or
sent into any jurisdiction in which such distribution would be unlawful or would
require registration or other measures. The securities referred to in this
announcement have not been and will not be registered under the U.S. Securities
Act of 1933, as amended (the "Securities Act"), and accordingly may not be
offered or sold in the United States absent registration or an applicable
exemption from the registration requirements of the Securities Act and in
accordance with applicable U.S. state securities laws. The Company do not intend
to register any part of the Offering in the United States or to conduct a public
offering of securities in the United States. Any sale in the United States of
the securities mentioned in this announcement will be made solely to "qualified
institutional buyers" as defined in Rule 144A under the Securities Act.

In any EEA Member State, this communication is only addressed to and is only
directed at qualified investors in that Member State within the meaning of the
Prospectus Regulation, i.e., only to investors who can receive the offer without
an approved prospectus in such EEA Member State. The "Prospectus Regulation"
means Regulation (EU) 2017/1129, as amended (together with any applicable
implementing measures) in any Member State.

This communication is only being distributed to and is only directed at persons
in the United Kingdom that are (i) investment professionals falling within
Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005, as amended (the "Order") or (ii) high net worth entities,
and other persons to whom this announcement 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"). This communication must not be acted
on or relied on by persons who are not relevant persons. Any investment or
investments activity to which this communication relates is available only for
relevant persons and will be engaged in only with relevant persons. Persons
distributing this communication must satisfy themselves that it is lawful to do
so.

The issue, subscription or purchase of shares or other financial instruments in
the Company is subject to specific legal or regulatory restrictions in certain
jurisdictions. The Company does not assume any responsibility in the event there
is a violation by any person of such restrictions. The distribution of this
release may in certain jurisdictions be restricted by law. Persons into whose
possession this release comes should inform themselves about and observe any
such restrictions. Any failure to comply with these restrictions may constitute
a violation of the securities laws of any such jurisdiction.

Matters discussed in this announcement may constitute forward-looking
statements. Forward-looking statements are statements that are not historical
facts and may be identified by words such as "believe", "expect", "anticipate",
"strategy", "intends", "estimate", "will", "may", "continue", "should" and
similar expressions. Any forward-looking statements in this release are based
upon various assumptions, many of which are based, in turn, upon further
assumptions. Such assumptions are inherently subject to significant known and
unknown risks, uncertainties, contingencies and other important factors which
are difficult or impossible to predict. Such risks, uncertainties, contingencies
and other important factors could cause actual events to differ materially from
the expectations expressed or implied in this release by such forward-looking
statements. The Company does not make any guarantee that the assumptions
underlying any forward-looking statements in this announcement are free from
errors nor does it accept any responsibility for the future accuracy of the
opinions expressed in this announcement or any obligation to update or revise
the statements in this announcement to reflect subsequent events. You should not
place undue reliance on any forward-looking statements in this announcement. The
information, opinions and forward-looking statements contained in this
announcement speak only as at its date and are subject to change without notice.
The Company does not undertake any obligation to review, update, confirm, or to
release publicly any revisions to any forward-looking statements to reflect
events that occur or circumstances that arise in relation to the content of this
announcement.

This announcement is made by and, and is the responsibility of, the Company.
This announcement is for information purposes only and is not to be relied upon
in substitution for the exercise of independent judgment. It is not intended as
investment advice and under no circumstances is it to be used or considered as
an offer to sell, or a solicitation of an offer to buy any securities or a
recommendation to buy or sell any securities of the Company. The distribution of
this announcement and other information may be restricted by law in certain
jurisdictions. Persons into whose possession this announcement or such other
information should come are required to inform themselves about and to observe
any such restrictions. This announcement is an advertisement and is not a
prospectus for the purposes of the Prospectus Regulation as implemented in any
Member State.

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