Oslo, 8. September 2026 — Hynion AS (“Hynion” or the “Company”) provides the following update on its ongoing restructuring.
Over the past months the Company has worked on a restructuring comprising several creditors. Although most creditors have accepted agreements, the Company has not been able to attract the investor interest required to fund the settlement within the deadline set forth. Creditors who have entered into such agreements will be asked to agree that the agreement is replaced by the offer described below.
As announced on 27 August 2026, the Company has received a letter dated 26 August 2026 from Euronext Oslo Børs stating that the exchange will consider whether the Company’s shares should be delisted, and the Company has been given a deadline of 9 September 2026 to explain what measures may be taken for the Company to again become suitable for listing. The Company will respond within the deadline.
The Company has today received an expression of interest from Modiola AS and Middelborg Invest AS (together the “Investor Group”), together interested in acquiring the majority of the shares in the Company.
Following completion, the Investor Group has indicated that it intends to propose a redirection of the Company’s business towards virtual private server (VPS) and dedicated server hosting, and to seek to place an equity issue intended to provide the Company with the capital required to settle the liabilities that are not converted, other liabilities arising from the restructuring, the ongoing operation of the Company and the establishment of the new business, and to fund continued operations.
In the board’s assessment, the offer is attractive in the circumstances and represents a tangible opportunity to secure any value on behalf of the Company’s creditors.
The Company will contact each of the Company’s creditors within the deadline for acceptance stated in the offer made to that creditor. The offer made to each creditor depends on the category into which its claim falls, as set out below. Each creditor whose claim is to be converted will enter into two agreements: an agreement with the Company under which the claim is converted into shares and all further claims against the Company are waived; and an agreement with the Investor Group for the sale of the shares resulting from that conversion, at the price stated in the offer.
All outstanding amounts subject to the restructuring, other than the claims of the critical suppliers, will be converted to equity. The conversion price will be NOK 0.001 per share, following a reduction of the par value, to be resolved by the general meeting. The terms of the subsequent sale to the Investor Group depend on the category into which the claim falls. The guarantee claim of Bizcap AB and Gerhard Dahl, established by judgment and arising from a guarantee for the obligations of the Company’s bankrupt Swedish subsidiary, is dealt with in a separate agreement under which NOK 1,000,000 is paid for the shares resulting from conversion of that claim in full. Ordinary creditors are offered 15 per cent of their outstanding claim, paid for the shares resulting from conversion. The guarantee claim and the ordinary creditors are the creditors who convert, and the cash they receive is paid by the Investor Group and not by the Company.
Critical suppliers, whose services the Company requires in order to meet its statutory reporting obligations and its obligations as a company admitted to trading, do not convert; they are dealt with in individual agreements providing for settlement in full by the Company itself, out of the proceeds of the equity issue, after completion.
The offer assumes, subject to verification, that the guarantee claim accounts for approximately NOK 15.6 million, the ordinary creditors for approximately NOK 7.8 million and the critical suppliers for approximately NOK 1.1 million. The Company’s general manager, Lavrans Grjotheim, converts on the same terms through Galileo Ventures AS and Axon AS. He sells part of the resulting shares at the same price per share as every other ordinary creditor and retains the balance, save for a shareholding amounting to 7.5% of the outstanding shares post-conversion.
On the basis of that conversion price, and before the equity issue, the Company’s existing shareholders would together hold approximately 3.1 per cent of the Company following conversion.
Creditors representing approximately 80 per cent of the claims to be converted have indicated support for the structure.
All offers will be subject to the following conditions precedent, and no cash settlement will be made to any creditor before all of them have been fulfilled:
1. the creditors having enterede into agreements on conversion and sale of shares on terms satisfactory to the Investor Group;
2. the Company's 2025 and H1 2026 financial report having been completed and published;
3. the completion of an equity issue raising the capital which, in the Investor Group's assesment, is required to settle the liabilities that are not converted and other liabilities arising from the restructuring, the ongoing operation of the Company and the establishment of the new business, and to provide the Company with positive book Equity and sufficient working capital;
4. no petition in bankruptcy having been filed and no enforcement or attachment having been levied against the Company;
5. no material adverse change in the Company’s financial position, liabilities or legal standing, including any fine, penalty charge, sanction, order or notice of compulsory dissolution, and no material breach by the Company of statutory, accounting or marketplace obligations; and
6. Euronext Oslo Børs confirming that the transaction, taken as a whole, satisfies the requirements for continued listing, trading in the Company’s shares having resumed on Euronext Growth Oslo, and the shares having been removed from the Recovery Box and the Penalty Bench.
Any of the conditions may be waived, but only by the Investor Group acting jointly.
The Company will revert with further information as the process develops.
This information is subject to the disclosure requirements pursuant to the EU Market Abuse Regulation.