Ortivus

For more detailed information, please refer to the full notice of the Extraordinary General Meeting and the Board of Directors’ proposal, both available on the company’s website, https://ortivus.com/investors/.

Rights Issue

The Extraordinary General Meeting resolved on a rights issue of Class B shares, fully underwritten (100%) by the company’s main shareholder, Ponderus Invest AB.

The rights issue is expected to raise approximately SEK 54 million before costs. The resolution entails an issue of up to 44,307,468 Class B shares, corresponding to an increase in share capital of up to SEK 15,507,613.80, on the following main terms:

• Record date: 26 September 2025
• Shareholders registered in the share register maintained by Euroclear Sweden AB on the record date will receive subscription rights. Each share (A-share or B-share) held on the record date entitles the holder to one (1) subscription right. One (1) subscription right entitles the holder to subscribe for one (1) new Class B share.
• Subscription price: SEK 1.22 per share
• Subscription period: 1 October 2025 – 15 October 2025
• Subscription with preferential rights (i.e. using subscription rights) shall be made by simultaneous cash payment. Subscription without preferential rights (i.e. without subscription rights) shall be made on a separate subscription list. The Board reserves the right to extend the subscription and payment period.
• Payment for shares subscribed without subscription rights shall be made in cash no later than three (3) banking days after notification of allotment, as set out in a settlement note.
• Should not all shares be subscribed with subscription rights, the Board will, within the maximum amount of the rights issue, resolve on the allotment of shares subscribed without subscription rights according to the following principles:
  a) In the first instance, allotment shall be made to those who have also subscribed with subscription rights, irrespective of whether they were shareholders on the record date, pro rata to the number of subscription rights exercised. Any remaining shares shall be allotted by drawing lots.
  b) In the second instance, allotment shall be made to those who have subscribed without subscription rights, pro rata to the number of shares subscribed for on the separate subscription list. Any remaining shares shall be allotted by drawing lots.
  c) In the third and final instance, allotment shall be made to those who have provided guarantee commitments.
• Payment for subscribed shares shall be made in cash.
  

Subscription and Guarantee Undertakings
 
The rights issue is covered by subscription undertakings corresponding to approximately 25.8 percent and guarantee undertakings corresponding to approximately 74.2 percent, both provided by Ponderus Invest AB. Consequently, the rights issue is fully guaranteed (100%). No compensation is payable for these undertakings.

The subscription and guarantee undertakings are not secured by bank guarantees, escrow funds, pledges or similar arrangements.

Indicative Timetable for the Rights Issue

• Record date: 26 September 2025
• Last day of trading in Ortivus shares including subscription rights: 24 September 2025
• First day of trading in Ortivus shares excluding subscription rights: 25 September 2025
• Publication of the information memorandum: 30 September 2025
• Trading in subscription rights: 1 October – 10 October 2025 on Nasdaq First North Growth Market
• Subscription period: 1 October – 15 October 2025
• Trading in paid subscribed shares (BTA): 1 October 2025 until week 45, 2025, on Nasdaq First North Growth Market
• Announcement of outcome of the rights issue: 17 October 2025