Faron Pharmaceuticals: Inside Information: Faron publishes the terms and conditions of a fully covered rights offering of approximately EUR 40 million and updates cash runway

Faron Pharmaceuticals OyAnnouncement

10/03/2026 08:00

Faron Pharmaceuticals Ltd | Company announcement | March 10, 2026 at 09:48:00
EET

Inside Information: Faron publishes terms and conditions for approximately EUR
40m rights offering fully-covered from combination of cornerstone investments,
subscription commitments, and guarantees and updates cash runway

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR
INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND,
SINGAPORE OR THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH
THE DISTRIBUTION, PUBLICATION OR RELEASE WOULD BE UNLAWFUL.
 
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR
CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY
PERSON TO ACQUIRE ANY SECURITIES. PLEASE SEE THE IMPORTANT NOTICES AT THE END
OF THIS ANNOUNCEMENT.
 
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
EU REGULATION 596/2014 (“MAR”) AND ARTICLE 7 OF MAR AS IT FORMS PART OF
DOMESTIC LAW IN THE UNITED KINGDOM BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018 (“UK MAR”).

TURKU, FINLAND – Faron Pharmaceuticals Ltd. (AIM: FARN, First North: FARON,
“Faron” or the “Company”) announced on 9 February 2026 that it is planning a
share issue with pre-emptive subscription rights for the Company’s existing
shareholders.

Based on an authorisation granted by the Extraordinary General Meeting on 2
March 2026 and by the Annual General Meeting of Shareholders of the Company on
21 March 2025, Faron today publishes the terms and conditions of a fully
committed and guaranteed rights offering of approximately EUR 40 million with
a subscription price of EUR 0.50 per offer share (the “Offering”). The purpose
of the Offering is to strengthen the Company’s financial position, to run a
randomized, 90-patient Phase II trial in frontline high risk myelodysplastic
syndrome (“HR MDS”) with bexmarilimab in combination with azacitidine as well
as to accelerate the development of its lead asset bexmarilimab by providing
it to up to five investigator-initiated trials (“IIT”).

The Company has received subscription commitments and cornerstone commitments
of EUR 11.76 million in total, including from long-term shareholder Blood
Cancer United Therapy Acceleration Program® (TAP). With the confirmed gross
proceeds of approximately EUR 40 million the Company extends its runway until
November 2027. On the date of this announcement the Company has working
capital until mid-April 2026.

The Offering in brief:

* An Offering of up to 80,158,126 offer shares (the “Offer Shares”) which may
  be represented by depository interests (“DIs”) (“Offer DIs”) to raise
  approximately EUR 40 million.
* As a result of the Offering, the total number of shares in the Company may,
  upon completion, increase from 119,472,660 shares to a maximum of
  199,472,660 shares. Assuming that the Offering is fully subscribed for, the
  Offer Shares would represent approximately 67.1 per cent of the existing
  shares in the Company.
* Shareholders who are registered in the Company’s shareholder register on the
  Record Date will receive one Subscription Right (as defined below) for each
  existing share of the Company.
* 13 Subscription Rights will entitle the holder to subscribe for 9 Offer
  Shares or Offer DIs at a EUR 0.5 subscription price per Offer Share or Offer
  DI (the “Subscription Price”).
* The Subscription Price represents a discount of 7.54% to the theoretical
  ex-rights price based on the closing price of EUR 0.569 on Nasdaq Helsinki
  on 9 March 2026.
* The Company has received subscription commitments and cornerstone
  commitments of EUR 11.76 million in total, including from long-term
  shareholder Blood Cancer United Therapy Acceleration Program® (TAP).
* Further, certain investors have agreed to subscribe for any Offer Shares not
  otherwise subscribed and paid for pursuant to the Subscription Rights or in
  the secondary subscription for an aggregate amount of up to EUR 28.32
  million, subject to certain conditions.
* In the aggregate, the received Commitments (as defined below) represent
  approximately 100 per cent of the Offer Shares.
* The record date for the Offering is 12 March 2026 (the “Record Date”).
* The Subscription Rights will be subject to trading on Nasdaq First North
  Growth Market Finland (“First North”) and in the form of DIs on AIM (“AIM”),
  the market of that name operated by London Stock Exchange plc (the “LSE”),
  between 17 March 2026 and 27 March 2026.
* DI Subscription Period on AIM: from 17 March 2026 to 31 March 2026.
* Share Subscription Period on First North: from 17 March 2026 to 2 April
  2026.

Dr. Juho Jalkanen, CEO of Faron, comments:

“There is a persistent and profound need for new treatments in HR MDS,. Our
data from the open-label BEXMAB Phase I/II trial and recent developments in
the field of HR MDS has put us in a leading position in this field. With this
raise we aim to deliver a randomized placebo-controlled Phase IIb data set for
regulatory and business purposes. We wish to thank all existing and new
investors already committing to this round and making it a success. It gives
us now great pleasure to open this offering also to the public with first
rights to subscribe to our existing shareholders. Truly exciting times ahead
with additional data being generated in up to five new cancers, possibly
showing the broader potential we believe bexmarilimab has by overcoming
treatment resistance caused by macrophages, not just in HR MDS, but in several
cancers.”

“We are pleased to continue our partnership with Faron through this additional
investment as they progress bexmarilimab toward its next phase of clinical
development,” said Blaine Robinson, PhD, Vice President, Blood Cancer United
Therapy Acceleration Program® (TAP). "There remains a critical need for new
treatments for patients with blood cancers, and TAP is designed to accelerate
the most promising treatments with the potential to transform outcomes.
Innovative immune-activating combinations like those being explored by Faron
hold significant promise because they aim not only to target the cancer
directly but also to activate a broader, durable immune response.”

General:

* Faron aims to issue up to 80,158,126 Offer Shares for subscription in the
  Offering to raise gross proceeds of approximately EUR 40 million.
* 13 Subscription Rights will entitle the holder to subscribe for 9 Offer
  Shares or Offer DIs
* The Subscription Price for each Offer Share is EUR 0.50.
* The Subscription Price represents a discount of 7.54% to the theoretical
  ex-rights price based on the closing price of EUR 0.569 on Nasdaq Helsinki
  on 9 March 2026.
* The Subscription Price will be recorded in the reserve for invested
  unrestricted equity of the Company.
* The Record Date for the Offering is 12 March 2026.
* The existing shareholders of Faron have a pre-emptive right to subscribe for
  Offer Shares (the “Subscription Right”) issued in the Offering in proportion
  to their existing shareholdings in Faron.
* Shareholders who are registered in the Company’s shareholder register
  maintained by Euroclear Finland Oy (“Euroclear Finland”) on the Record Date
  will receive one (1) Subscription Right for each existing share of the
  Company (“Existing Shares”) held on the Record Date.
* The Company’s DI holders (“DI Shareholders”) who are registered in the
  Company’s DI register maintained by Computershare Investor Services Plc on
  the Record Date will receive one (1) Subscription Right for each DI held on
  the Record Date.
* The Subscription Rights granted in the Offering will be recorded on
  shareholders’ book-entry accounts on 13 March 2026.The Subscription Rights
  are freely transferable, and they are subject to trading on First North
  maintained by Nasdaq Helsinki Ltd under the trading code “FARONU0126” (ISIN
  code: FI4000602313) between 17 March 2026 and 27 March 2026 and in the form
  of DIs on AIM under the trading code “FARONU0126 ” (ISIN code:
  FI4000602313), the market of that name operated by London Stock Exchange plc
  (the “LSE”) between 17 March 2026 and 27 March 2026.
* The Company has, prior to the Offering, received commitments for an
  aggregate amount of up to EUR 4.71 million from certain of its existing
  shareholders to subscribe for Offer Shares in the Offering with all or part
  of the Subscription Rights granted. In addition, certain investors have
  agreed to subscribe for Offer Shares that have not been subscribed for in
  the Offering pursuant to the Subscription Rights for an aggregate amount of
  up to EUR 7.05 million. Further, certain investors have agreed to subscribe
  for any Offer Shares not otherwise subscribed and paid for pursuant to the
  Subscription Rights or in the secondary subscription for an aggregate amount
  of up to EUR 28.32 million (together the “Commitments”).
* In the aggregate, the Commitments represent approximately 100 per cent of
  the Offer Shares.
* The subscription period for the Offer Shares will commence on 17 March 2026
  at 10:00 a.m. and expire on 2 April 2026 at 4:30 p.m. (Finnish time).
* The subscription period for the Offer DIs will commence on 17 March 2026 at
  8:00 a.m. and expire on 31 March 2026 at 11:00 a.m. (London time).
* Faron will publish a Finnish language prospectus regarding the Offering
  approved by the Finnish Financial Supervisory Authority on or about 11 March
  2026 before the subscription period commences.
* Separately from the Offering, the Company may also carry out directed share
  issues of up to a total of 19,296,473 million shares at a subscription price
  that will be at least equal to the Subscription Price in the Offering.
* Stifel Europe Securities SAS is acting as the sole global coordinator of the
  Offering (the “Sole Global Coordinator”).
* The terms and conditions of the Offering are attached to this release as
  Appendix 1.

Commitments

The Company has, prior to the Offering, received commitments for an aggregate
amount of up to EUR 4.71 million from certain of its existing shareholders
including Blood Cancer United Therapy Acceleration Program® (TAP) to subscribe
for Offer Shares in the Offering with all or part of the Subscription Rights
granted for them. Such subscription commitments are binding, irrevocable and
subject to the fulfilment of certain customary conditions.

In addition, certain investors have agreed to subscribe for Offer Shares that
have not been subscribed for in the Offering pursuant to the Subscription
Rights for an aggregate amount of up to EUR 7.05 million. Such cornerstone
commitments are binding, irrevocable and subject to the fulfilment of certain
customary conditions.

Further, certain investors have agreed to subscribe for any Offer Shares not
otherwise subscribed and paid for pursuant to the Subscription Rights or in
the secondary subscription for an aggregate amount of up to EUR 28.32 million.
Such subscription guarantees are binding, irrevocable and subject to the
fulfilment of certain customary conditions. Heights Capital Management’s
subscription guarantee is also subject the Company having executed certain
amendments to the terms of its bond instruments of which Heights Capital
Management is a holder of, and a material adverse effect provision, and that
subscription guarantees from other investors remain in force.

In the aggregate, these Commitments represent approximately 100 per cent of
the Offer Shares.

Important Dates for the Offering

* 10 March 2026 Last day of trading in the shares with a right to Subscription
  Rights
* 11 March 2026 First day of trading in the shares excluding a right to
  Subscription Rights
* 12 March 2026 Record Date of the Offering
* 13 March 2026 The Subscription Rights are recorded on shareholders’
  book-entry accounts
* 17 March 2026 Share Subscription Period and Right Trading Period on First
  North will commence
* 17 March 2026 DI Subscription Period and Right Trading Period on AIM
* 27 March 2026 DI Right Trading Period on AIM expires
* 27 March 2026 Right Trading Period on First North expires
* 30 March 2026 Suspension of trading in Subscription Rights on AIM (from 7:30
  a.m.)
* 31 March 2026 Share Subscription Period on AIM expires
* 2 April 2026 Share Subscription Period on First North expires
* 8 April 2026 Preliminary result of the Offering are announced
* 9 April 2026 Final results of the Offering are announced
* 14 April 2026 Trading in interim shares ends on First North
* 14 April 2026 Trading in DIs representing interim shares ends on AIM
* 14 April 2026 Registration of new Offer Shares
* 15 April 2026 Listing of and start of trading in the new Offer Shares on
  First North and in the Offer DIs on AIM

Background for the Offering:

The Company has reached a critical stage in the advancement of bexmarilimab.
In order to position the Company to achieve the next expected key
value-inflection milestones, Faron’s Board of Directors has undertaken a
detailed review of the development plan of bexmarilimab and forecasted funding
requirements. With the proposed Offering the Company aims to fund the
randomized Phase II trial of bexmarilimab in combination with azacitidine in
frontline high risk myelodysplastic syndrome (HR MDS) along with supporting
several investigator‐initiated combination trials across multiple cancers.

Use of Proceeds:

The Company aims to raise through the Offering total gross proceeds of EUR 40
million, and net proceeds of approximately EUR 32.8 million. The net proceeds
of the Offering are mainly intended to be used to finance the randomized,
90-patient Phase II trial with bexmarilimab in combination with azacitidine in
frontline HR MDS until the following major milestones: i) completion of the
complete response rate readout (CR); ii) determination of the recommended
Phase III dose (RP3D); iii) FDA meeting for CR as the approval endpoint; and
iv) potential request for Accelerated Approval in last line MDS (r/r MDS).
Additionally, net proceeds are intended to be used to support up to five
investigator-initiated trials to further validate bexmarilimab’s potential in
combination trials in melanoma, non-small cell lung carcinoma, soft tissue
sarcoma, breast cancer (ER+ BRC), r/r MDS and acute myeloid leukaemia as well
as for working capital and general corporate purposes. According to the
Company’s estimate, net proceeds of EUR 32.8 million would be sufficient for
all of the above-mentioned main purposes.

Availability of the prospectus and terms and conditions of the Offering

The Company has prepared a Finnish language prospectus regarding the Offering
(the “Prospectus”), which the Company expects to be approved by the Finnish
Financial Supervisory Authority on or about 11 March 2026. Provided, that the
Finnish Financial Supervisory approves the Prospectus, it will be available on
Faron’s website at https://faron.fi/merkintaoikeusanti-2026 on or about 11
March 2026 before the Subscription Period commences. An English-language
offering circular prepared by the Company regarding the Offering is expected
to be available on the Company’s website at
https://faron.com/rights-offering-2026 on or about 11 March 2026.

The detailed terms and conditions of the Offering are attached to this release
as Appendix 1.

Directed Share Issues

Separately from the Offering, the Company may also carry out directed share
issue of up to around 19 million shares (the “Directed Issue Shares”), the
maximum number of shares that may be issued on the date of this company
announcement under the authorisation granted by the Annual General Meeting of
Shareholders (AGM) held on 21 March 2025, at a subscription price that will be
at least equal to the subscription price in the Offering (the “Directed Share
Issue”). The successful completion of the Directed Share Issue would
strengthen the Company’s financial position.

The Company has entered into cornerstone commitments with certain investors
(the “Cornerstone Investors”), raising aggregate proceeds of EUR 7.05 million.
To the extent that Cornerstone Investors are not allocated Offer Shares, or
are allocated Offer Shares in an amount less than the amount of their
respective commitments, the Cornerstone Investors have further undertaken to
subscribe for such a number of Directed Issue Shares in the Directed Share
Issue which corresponds to the difference between the maximum amount under the
respective commitment and the aggregate subscription price of Offer Shares
allocated to the Cornerstone Investors of the Offering. The cornerstone
commitments are binding and irrevocable and subject to the fulfilment of
certain customary conditions.

Sole Global Coordinator and Bookrunner

The Company has appointed Stifel Europe Securities SAS as Sole Global
Coordinator and Bookrunner of the Offering.

Offering webcast

The Company will host a virtual offering webcast on Tuesday, 17 March 2026.
The offering webcast will be held in Finnish and English. The Finnish-language
webcast starts at 5pm EET, and the English-language webcast starts at 6pm EET.
During the event, Faron’s Chief Executive Officer, Dr. Juho Jalkanen and other
members of Faron’s management team will provide an update on the Company’s
development plans and the rationale behind the Offering.

Finnish-language offering webcast registration link
(https://faron.videosync.fi/2026-03-fin/register)

English-language offering webcast registration link
(https://faron.videosync.fi/2026-03-eng/register)

For the purposes of MAR and UK MAR, the person responsible for arranging for
the release of this
announcement on behalf of the Company is Juho Jalkanen, Chief Executive
Officer.

Faron Pharmaceuticals Ltd

For more information please contact:

+-------------------------------------+--------------------------------------+
| IR Partners, Finland                | +358 50 553 9535 / +44 7 469 766 223 |
| (Media)                             |         kare.laukkanen@irpartners.fi |
| Kare Laukkanen                      |                                      |
+-------------------------------------+--------------------------------------+
| Cairn Financial Advisers LLP        |                 +44 (0) 207 213 0880 |
| (Nominated Adviser and Broker)      |                                      |
| Sandy Jamieson, Jo Turner           |                                      |
+-------------------------------------+--------------------------------------+
| Stifel Europe Securities SAS        |        pierre.kiecoltwahl@stifel.com |
| (Sole Global Coordinator and        |                    +33 6 30 57 58 82 |
| Bookrunner)                         |           vincent.meunier@stifel.com |
| Pierre Kiecolt-Wahl                 |                    +33 6 30 56 10 06 |
| Vincent Meunier                     |                                      |
|                                     |                                      |
+-------------------------------------+--------------------------------------+
| Sisu Partners Oy                    |                  +358 (0)40 555 4727 |
| (Certified Adviser on Nasdaq First  |                  +358 (0)50 553 8990 |
| North)                              |                                      |
| Juha Karttunen                      |                                      |
| Jukka Järvelä                       |                                      |
+-------------------------------------+--------------------------------------+

About BEXMAB

The BEXMAB study is an open-label Phase I/II clinical trial investigating
bexmarilimab in combination with standard of care (SoC) in the aggressive
hematological malignancies of acute myeloid leukemia (AML) and myelodysplastic
syndrome (MDS). The primary objective is to determine the safety and
tolerability of bexmarilimab in combination with SoC (azacitidine) treatment.
Directly targeting Clever-1 could limit the replication capacity of cancer
cells, increase antigen presentation, ignite an immune response, and allow
current treatments to be more effective. Clever-1 is highly expressed in both
AML and MDS and associated with therapy resistance, limited T cell activation
and poor outcomes.

About bexmarilimab
Bexmarilimab is Faron’s wholly owned, investigational immunotherapy designed
to overcome resistance to existing treatments and optimize clinical outcomes,
by targeting myeloid cell function and igniting the immune system.
Bexmarilimab binds to Clever-1, an immunosuppressive receptor found on
macrophages leading to tumor growth and metastases (i.e. helps cancer evade
the immune system). By targeting the Clever-1 receptor on macrophages,
bexmarilimab alters the tumor microenvironment, reprogramming macrophages from
an immunosuppressive (M2) state to an immunostimulatory (M1) one, upregulating
interferon production and priming the immune system to attack tumors and
sensitizing cancer cells to standard of care.

About Faron Pharmaceuticals Ltd
Faron (AIM: FARN, First North: FARON) is a global, clinical-stage
biopharmaceutical company, focused on tackling cancers via novel
immunotherapies. Its mission is to bring the promise of immunotherapy to a
broader population by uncovering novel ways to control and harness the power
of the immune system. The Company’s lead asset is bexmarilimab, a novel
anti-Clever-1 humanized antibody, with the potential to remove
immunosuppression of cancers through reprogramming myeloid cell function.
Bexmarilimab is being investigated in Phase I/II clinical trials as a
potential therapy for patients with hematological cancers in combination with
other standard treatments. Further information is available at www.faron.com.

Important notice
This announcement is not an offer of securities for sale into the United
States. The securities have not been and will not be registered under the
United States Securities Act of 1933, as amended (the "Securities Act"), or
under the securities laws of any state or other jurisdiction of the United
States, and may not be offered, sold or transferred, directly or indirectly,
in or into or from the United States except pursuant to an exemption from, or
in a transaction not subject to, the registration requirements of the
Securities Act and in compliance with any applicable securities laws of any
state or other jurisdiction of the United States. There is no intention to
register the securities in the United States or to make a public offering in
the United States. Any sale of the securities in the United States will be
made solely to a limited number of "qualified institutional buyers" as defined
in Rule 144A in reliance on an exemption from the registration requirements of
the Securities Act.

The distribution of this announcement may be restricted by law and persons
into whose possession any document or other information referred to herein
comes should inform themselves about and observe any such relevant legal
restrictions. The information contained herein is not for publication,
distribution or release, directly or indirectly, in or into the United States,
Australia, Canada, Hong Kong, Japan, New Zealand, Singapore or the Republic of
South Africa or any other jurisdiction in which the distribution, publication
or release would be unlawful. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such aforementioned
jurisdiction. This announcement is not directed to, and is not intended for
distribution to or use by, any person or entity that is a citizen, resident or
located in any locality, state, country or other jurisdiction where such
distribution, publication, availability or use would violate law or regulation
or which would require any registration or licensing within such jurisdiction.

In any EEA Member State, other than Finland, this release is only addressed to
and is only directed at "qualified investors" in that Member State within the
meaning of Article 2(e) of Regulation (EU) 2017/1129 (the "Prospectus
Regulation").

In the United Kingdom, this announcement is only directed at (a) members of
the Company; and (b) "qualified investors" within the meaning of paragraph 15
of Schedule 1 of the Public Offers and Admissions to Trading Regulations 2024
(the "POATR") who are also (i) persons having professional experience in
matters relating to investments who fall within the definition of "investment
professionals" in Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005, as amended (the "Order"); (ii) persons who
fall within Article 49(2)(a) to (d) of the Order; or (iii) other persons to
whom it may otherwise be lawfully communicated (all such persons together
being "Relevant Persons"). This announcement must not be acted on or relied on
in the United Kingdom by persons who are not Relevant Persons. Persons
distributing this announcement must satisfy themselves that it is lawful to do
so. Any investment or investment activity to which this announcement relates
is only available to Relevant Persons in the United Kingdom and will only be
engaged in with such persons.

In the United Kingdom, no prospectus, offering memorandum, offering document
or admission document has been or will be made available in connection with
the matters contained or referred to in this announcement and no such document
is required to be published (in accordance with the POATR or the AIM Rules of
the London Stock Exchange). This announcement has not been approved by the
Financial Conduct Authority (the "FCA") or the London Stock Exchange.

No part of this announcement, nor the fact of its distribution, should form
the basis of, or be relied on in connection with, any contract or commitment
or investment decision whatsoever. The information contained in this release
has not been independently verified. No representation, warranty or
undertaking, expressed or implied, is made as to, and no reliance should be
placed on, the fairness, accuracy, completeness or correctness of the
information or the opinions contained herein. The Company or any of its
respective affiliates, advisors or representatives or any other person, shall
have no liability whatsoever (in negligence or otherwise) for any loss,
however arising from any use of this release or its contents or otherwise
arising in connection with this release. Each person must rely on their own
examination and analysis of the Company, its subsidiaries, its securities and
the transactions, including the merits and risks involved.

The Sole Global Coordinator and Bookrunner is acting exclusively for the
Company and no one else in connection with the Offering. It will not regard
any other person as their respective client in relation to the Offering. It
will not be responsible to anyone other than the Company for providing the
duties afforded to its respective clients, nor for giving advice in relation
to the Offering or any transaction or arrangement referred to herein.

Caution regarding forward-looking statements

Certain statements in this announcement are, or may be deemed to be,
forward-looking statements. Forward-looking statements are identified by their
use of terms and phrases such as ''believe'', ''could'', "should", "expect",
''envisage'', ''estimate'', ''intend'', ''may'', ''plan'', ''potentially'',
''will'' or the negative of those, variations or comparable expressions,
including references to assumptions. These forward-looking statements are not
based on historical facts but rather on the Company's current expectations and
assumptions regarding the completion and use of proceeds from the Offering,
the Company's future growth, results of operations, performance, future
capital and other expenditures (including the amount, nature and sources of
funding thereof), competitive advantages, business prospects and
opportunities. Such forward-looking statements reflect the Company's current
beliefs and assumptions and are based on information currently available to
the Company.

A number of factors could cause actual results to differ materially from the
results and expectations discussed in the forward-looking statements, many of
which are beyond the control of the Company. In addition, other factors which
could cause actual results to differ materially include the ability of the
Company to successfully licence its programmes, risks associated with
vulnerability to general economic and business conditions, competition,
environmental and other regulatory changes, actions by governmental
authorities, the availability of capital markets or other sources of funding,
reliance on key personnel, uninsured and underinsured losses and other
factors. Although any forward-looking statements contained in this
announcement are based upon what the Company believes to be reasonable
assumptions, the Company cannot assure investors that actual results will be
consistent with such forward-looking statements. Accordingly, readers are
cautioned not to place undue reliance on forward-looking statements. Subject
to any continuing obligations under applicable law, in providing this
information the Company does not undertake any obligation to publicly update
or revise any of the forward-looking statements or to advise of any change in
events, conditions or circumstances on which any such statement is based.

Appendix 1 – Terms and conditions of the Offering

Attachments
Project Karhu Terms And Conditions Of The Offering 10 March 2026 FINAL
(https://storage.mfn.se/fc525c03-b4b5-421a-a670-ca5cc149b28a/project-karhu-terms-and-conditions-of-the-offering-10-march-2026-final.pdf)
Project Karhu Osakeannin Ehdot 10 3 2026 FINAL
(https://storage.mfn.se/592e1dc3-6fbf-443a-bc2c-6f258d97fd0e/project-karhu-osakeannin-ehdot-10-3-2026-final.pdf)