Katalysen Ventures

The board of directors of Katalysen has today, based on the authorization granted by the annual general meeting on 24 April 2025, resolved to carry out a directed share issue with deviation from the shareholders' preferential rights of 493'615 new shares to a group of a total of 8 Swedish and international partners.

The subscription price has been determined through negotiations and agreement with the subscribing investors. The price, SEK 6, corresponds to a discount of approximately 10.04% compared to the volume-weighted average price (VWAP) during the period from 15 September to 20 October, and the board of directors assesses that the subscription price fairly reflects prevailing market conditions and demand. Due to the current volatile market climate, compensation for guarantee commitments and all other costs in a rights issue would likely exceed the value of the discount for the directed share issue. Therefore, it is the board's assessment that the market value of the subscription price has been ensured. Payment of the subscription price shall be made in cash at the latest on 28 October 2025. The board of directors has the right to postpone the last date for payment.

The reason for executing the directed issue and to deviate from the shareholders' preferential rights are as follows:

The Board of Directors has examined and considered various financing alternatives, including the possibility of conducting a rights issue. Due to the current market conditions, the Board assesses that there are no favorable conditions to carry out a rights issue on advantageous terms, as such an issue was conducted less than three months ago with a subscription level of 65%. The Board has noted that several rights issues recently carried out in the market have been adversely affected by the volatile market environment. It is therefore considered preferable to carry out a directed share issue to mitigate exposure to market volatility. Obtaining subscription and guarantee commitments is a time-consuming and costly process. Considering that the subscription levels in many rights issues on the market often do not exceed the combined amount of such commitments, the Board believes it is not advantageous to pay compensation for capital that is expected to be received in any case. The board's assessment is that a directed share issue ensures the most time- and cost-effective financing of the development of the Company.

The board's overall assessment is that the above-mentioned reasons outweigh the reasons that justify the main principle that issues must be carried out with applicable shareholders' pre-emptive rights and that an issue with a deviation from shareholders' pre-emptive rights is therefore in the interests of the Company and all shareholders.

Through the directed issue, the number of shares and votes in the Company increases with 493'615 from 9'115'826 to 9'609'441, and the share capital increases with SEK 64'169,95 from SEK 1'185'057.38 to SEK 1'249'227.33. The directed issue results in a dilution for existing shareholders of approximately 5% of the number of shares and votes in the Company, based on the total number of shares and votes in the Company after the directed issue.