Genetic Analysis announces final number of subscription rights received per existing share in the previously announced subsequent offering

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES, THE UNITED KINGDOM, AUSTRALIA, JAPAN, CANADA, NEW ZEALAND, SOUTH AFRICA, HONG KONG, SWITZERLAND, SINGAPORE, SOUTH KOREA, RUSSIA, BELARUS OR IN ANY OTHER JURISDICTION WHERE THE RELEASE, DISTRIBUTION OR PUBLICATION OF THIS PRESS RELEASE WOULD BE UNLAWFUL OR REQUIRE ADDITIONAL REGISTRATION OR OTHER MEASURES BEYOND THOSE REQUIRED BY SWEDISH OR NORWEGIAN LAW.

On November 20, 2023, an extraordinary general meeting (the “EGM”) resolved to authorise the Board of Directors in Genetic Analysis AS (“GA” or the “Company”) to decide on a previously announced subsequent offering with gross proceeds of up to approximately NOK 9 million and 11,392,405 new shares with preferential rights for existing shareholders (the “Subsequent Offering”) by granting an authorisation to increase to Company’s share capital by issuing new shares in connection with the Subsequent Offering. The Board of Directors, resolved on November 30, 2023, on the record date, the subscription period and the terms and conditions for the Subsequent Offering and today, December 8, 2023, the Company communicates the final number of subscription rights received per existing share. Eligible shareholders will receive 0,69761 subscription rights per existing share registered as held on the record date December 7, 2023. One subscription right gives preferential right to subscribe for, and be allocated, one share in the Subsequent Offering.

Shareholders in the Company as of December 5, 2023, as registered in the Company’s shareholders’ register with Euronext Securities Oslo on December 7, 2023 (the record date), will receive tradable subscription rights that, subject to any restrictions under applicable law, give preferential rights to subscribe for, and be allocated, offer shares in the Subsequent Offering in proportion to their shareholding in the Company on the record date, except for shareholders (i) who were allocated shares in the Company’s directed issue announced on November 2, 2023, who will only receive subscription rights for any net increase in registered holdings of shares in the Company between November 6, 2023, and December 7, 2023, caused by acquisitions of existing shares, and/or (ii) who are resident in a jurisdiction where the Subsequent Offering would be unlawful or would (in jurisdictions other than Sweden) require any prospectus, registration, filing or similar document or action. One subscription right gives preferential right to subscribe for, and be allocated, one share in the Subsequent Offering. 0,69761 subscription rights will be received per existing share registered as held by eligible shareholders on the record date. The aggregate number of subscription rights granted to each eligible shareholder will be rounded down to the nearest whole subscription right.

The subscription period runs from December 11, 2023 to December 22, 2023 at 12:00 hours (CET).

Trading in subscription rights will take place on Spotlight Stock Market during the period from December 11, 2023, to and including December 20, 2023 at 17:30 hours (CET) under ticker code “GEAN TR”. The subscription rights will hence only be tradable during part of the subscription period in the Subsequent Offering. Subscription rights that are (i) not used to subscribe for shares in the Subsequent Offering prior to expiry of the subscription period on December 22, 2023 at 12:00 hours (CET) or (ii) sold before December 20, 2023 at 17:30 hours (CET), will lapse without compensation to the holder and thus be without value.

Shares subscribed in the Subsequent Offering may not be traded until the registration of the share capital increase with the Norwegian Business Register (No. Foretaksregisteret) and the shares have been delivered. Accordingly, allotment, registration and trading will not be made in any securities through Euronext Securities Oslo corresponding to Swedish paid and subscribed shares (BTA).

Completion of the Subsequent Offering is subject to (i) the Company’s board of directors formally resolving to increase the Company’s share capital and issue the offer shares in the Subsequent Offering to the subscribers pursuant to the authorisation from the EGM after the expiry of the subscription period and (ii) payment of the aggregate subscription amount by all subscribers in the Subsequent Offering and registration of the share capital increase relating to the Subsequent Offering with the Norwegian Register of Business Enterprises.

If the aggregate subscription amount in the Subsequent Offering is not received by the Company on time or at all, the Subsequent Offering may be delayed or not completed. If the Subsequent Offering is not completed, all subscription rights will lapse without value and subscriptions for, and allocations of, shares in the Subsequent Offering that have been made will be disregarded and any payments of shares made will be returned to the subscribers without interest or any other compensation. The lapsing of subscription rights will be without prejudice to the validity of any trades in subscription rights, and investors will not receive any refund or compensation in respect of subscription rights purchased in the market.

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