Oncoinvent ASA – Successful Private Placement and Retail Offering

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Reference is made to the stock exchange announcement made by Oncoinvent ASA (the "Company") on 22 September 2026 regarding the launch of a private placement of new shares in the Company (the "Offer Shares") (the "Private Placement") at a fixed price per share of NOK 90.00 (the "Subscription Price"), and a separate offering of new shares (the "Retail Offer Shares") directed at retail investors to raise gross proceeds of up to the NOK equivalent of EUR 1 million, subject to applicable exemptions from prospectus requirements, to be facilitated through Nordnet Bank AB and made through its facilities (the "Retail Offering", together with the Private Placement, the “Offering”).

The Company is pleased to announce that the Offering has been successfully placed, through the allocation of 1,650,000 Offer Shares at the Subscription Price, raising gross proceeds to the Company of NOK 148.5 million.

"Oncoinvent is developing alpha radiation therapy for patients whose cancer has spread to the abdominal cavity, patients with few treatment options and a high risk of relapse. This financing lets us base a Phase 2 interim readout in ovarian cancer on a larger, more mature dataset, and push ahead with Phase 3 preparations. Thank you to Linc, Hadean Ventures and our other old and new shareholders for their support," said Øystein Soug, CEO of Oncoinvent.

"A more robust dataset gives Oncoinvent the strongest possible foundation for its next phase, and the Board firmly backs that approach. We're grateful for our shareholders' commitment, and with funding now secured beyond this milestone, we have full confidence in management's ability to deliver," said Gillies O'Bryan-Tear, Chair of the Board of Oncoinvent.

The Private Placement consisted of 1,531,000 Offer Shares (approximately NOK 137.8 million) and the Retail Offering consisted of 119,000 Offer Shares (approximately NOK 10.7 million).

The net proceeds from the Offering will enable the Company to:

• Progress the ongoing Phase 2 study beyond a more mature interim readout in March / April 2027 on close to all patients, of which approximately 40-45 will have had 9+ months follow-up;
• Complete recruitment for the Phase 2 study, expected during H1 2027, more specifically around April at the current recruitment pace;
• Deliver regulatory alignment with the FDA and EMA, culminating in Phase 3 IND / CTA submission, and;
• Advance Phase 3 readiness and early start-up activities

Along with existing cash, the net proceeds from the Private Placement will prolong the cash runway into H2 2027, beyond the Phase 2 interim readout expected in March / April 2027.

The Company’s two largest shareholders pre-committed to apply for, and were allocated, Offer Shares in the Private Placement in the following amounts:

• Linc AB: Offer Shares for NOK approximately 17.4 million; and
• Hadean Ventures with associated parties ("Hadean"): Offer Shares for approximately NOK 17.3 million. Hadean is represented on the board of directors.

The following primary insiders applied for and were allocated Offer Shares for the following subscription amounts:

• Øystein Soug (CEO, through Abakus Invest AS): Offer Shares for NOK 299,970
• Ramzi Amri (CFO): Offer Shares for NOK 270,000
• Gillies O’Bryan-Tear (Chairman of the Board): Offer Shares for NOK 886,140
• Gro Hjellum (COO): Offer Shares for NOK 45,000
• Ingrid Akay (Board member, through Teakay Invest AS): Offer Shares for NOK 358,560
• Kari Grønås (Board member, through K og K AS): Offer Shares for NOK 29,880

Allocation and settlement

Notification of allocation and payment instructions are expected to be distributed by the Managers (as defined below) on or about 23 September 2026.

The Offer Shares have been allocated in two tranches: (i) a first tranche with 990,689 Offer Shares ("Tranche 1") and (ii) a second tranche with 541,311 Offer Shares ("Tranche 2").  All investors allocated Offer Shares in Tranche 1 will receive existing shares in the Company that are tradeable on Euronext Oslo Børs, facilitated by a share loan pursuant to a share lending agreement entered into between the Company, the Managers, Hadean and Linc AB (the "Share Lending Agreement").

The new shares in Tranche 1 and Tranche 2 as well as the Retail Offer Shares (the "New Shares") have been resolved issued by the Board pursuant to the board authorization granted by the general meeting of the Company held on 20 May 2026.

The date for settlement of the Private Placement is on or about 25 September 2026. Settlement in Tranche 1 and in the Retail Offering is expected to be made on a delivery-versus-payment (DVP) basis by delivery of existing and unencumbered shares in the Company that are already listed on Euronext Oslo Børs, pursuant to the Share Lending Agreement. The Offer Shares allocated in Tranche 1 are hence expected to be tradable upon allocation.    

Offer Shares allocated in Tranche 2 will be delivered following registration of the share capital increase in the Norwegian Register of Business Enterprises ("NRBE").

Upon registration of the share capital increase, up to 895,681 of such New Shares will be issued on the Company's existing ISIN and will be delivered (i) first to investors who were allocated Offer Shares in Tranche 2 and (ii) thereafter as partial settlement of the share loan pursuant to the Share Lending Arrangement. These New Shares will be tradable from the time of registration with NRBE. The remaining New Shares will be issued on a separate, temporary ISIN pending approval by the Norwegian Financial Supervisory Authority (Norwegian: Finanstilsynet) of a listing prospectus and will be utilised to settle the remaining portion of the share loan pursuant to the Share Lending Arrangement. The New Shares delivered on the separate, temporary ISIN will thus not be listed or tradeable on Euronext Oslo Børs until such listing prospectus has been approved and published, expected during Q4 2026. 

Following registration of the share capital increase pertaining to the issuance of the New Shares in the Private Placement and Retail Offering, the Company's share capital will be NOK 1,532,103divided on 6,128,412 shares, each with a par value of NOK 0.25.

Conditions for completion

Completion of the Private Placement is subject to the Share Lending Agreement remaining unmodified and in full force and effect.

Lock-up

The Company, members of the Company’s management and the Company’s Board have agreed to a lock-up undertaking for a period of 180 calendar days subject to customary exemptions. Certain shareholders with board representation as well as Linc AB have agreed to a lock-up undertaking for a period of 180 days, subject to customary exemptions.

Equal treatment considerations and potential subsequent offering

The Private Placement implies a deviation from the pre-emptive rights of the existing shareholders of the Company under the Norwegian Public Limited Companies Act. When resolving the allocation and issuance of shares in the Private Placement, the Board considered this deviation. The Board is of the opinion that there are sufficient grounds to deviate from the pre-emptive rights and that the Private Placement is in compliance with the equal treatment requirements. By structuring the transaction as a private placement, the Company was able to raise capital in an efficient manner, with a lower discount to the current trading price and with significantly lower completion risks compared to a rights issue.

To mitigate the dilutive effects for the existing shareholders not participating in the Private Placement, the Company intends, subject to, inter alia, completion of the Private Placement, the prevailing market price of the Company's shares, the publication of a prospectus to be approved by the Norwegian Financial Supervisory Authority and certain other conditions, to carry out a subsequent repair offering of up to 200,000 new shares at the Subscription Price (the "Subsequent Offering"). The Subsequent Offering, if carried out, will be directed towards existing shareholders in the Company who (i) were not allocated Offer Shares in the Private Placement, and (ii) are not resident in a jurisdiction where such offering would be unlawful or, would (in jurisdictions other than Norway) require any prospectus, filing, registration or similar action. The Company reserves the right in its sole discretion to not conduct or to cancel the Subsequent Offering.

Advisors 

ABG Sundal Collier ASA and DNB Carnegie, a part of DNB Bank ASA are acting as Joint Global Coordinators and Joint Bookrunners in the Private Placement (jointly, the "Managers").

Advokatfirmaet Schjødt AS is acting as legal counsel to the Company in connection with the Private Placement.

For further information, please contact:

Oystein Soug, Chief Executive Officer
Email: IR@oncoinvent.com

About Oncoinvent

Oncoinvent is developing Radspherin^®, a receptor-independent alpha radiation therapy that leverages the unique anatomy of the abdominal cavity to destroy residual micrometastases using a single, highly localized dose of alpha radiation. The initial clinical focus is treatment of ovarian and colorectal cancer patients after surgical removal of the primary tumor and visible metastases in the peritoneum, the thin membrane lining the abdominal cavity and covering the abdominal organs.

This radiopharmaceutical is designed to prevent or delay recurrence in the peritoneal cavity, keeping patients disease-free for longer than the current standard of care and thereby also impacting overall survival. It is broadly applicable to any cancer that spreads to the peritoneum, e.g. ovarian, colorectal, and gastric cancers. Radspherin^® stands out for its simplicity, excellent safety profile, and seamless integration into existing surgical workflows. Oncoinvent's product is easy to use, avoids systemic delivery and significant toxicity. It is also differentiated in being simple to manufacture, scalable, and supply de-risked.

Data from two trials in ovarian (Phase 1) and colorectal (Phase 1/2a) cancers, are highly promising, showing an excellent safety profile and meaningful signals of efficacy. Interim data from an ongoing, randomized, controlled Phase 2 ovarian cancer trial is expected in 2026. With cost-effective manufacturing, blockbuster potential, active pharma partnership momentum, plus strong endorsements from leading experts, Oncoinvent is built for scale and commercial success, and is set to become the new standard for post-surgical cancer care. The Company was founded by the originators of Algeta and Xofigo (acquired by Bayer).

Important notice

This information is considered to be inside information pursuant to the EU Market Abuse Regulation and is subject to the disclosure requirements pursuant to section 5-12 the Norwegian Securities Trading Act.

This stock exchange announcement was published by Renate Birkeli, Director Investor Relations on the date and at the time set out above, on behalf of the Company.

This announcement is not and does not form a part of any offer to sell, or a solicitation of an offer to purchase, any securities of the Company. Copies of this announcement are not being made and may not be distributed or sent into any jurisdiction in which such distribution would be unlawful or would require registration or other measures.

The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), and accordingly may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and in accordance with applicable U.S. state securities laws. The Company does not intend to register any part of the offering in the United States or to conduct a public offering of securities in the United States. Any sale in the United States of the securities mentioned in this announcement will be made solely to "qualified institutional buyers" as defined in Rule 144A under the U.S. Securities Act.

In any EEA Member State, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the EU Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State. The expression "EU Prospectus Regulation" means Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 as amended (together with any applicable implementing measures in any Member State).

This communication is only being distributed to and is only directed at, and any investment or investment activity to which it relates is available only to, and will be engaged in only with, (a) persons who have professional experience, knowledge and expertise in matters relating to investments and qualifying as "investment professionals" for the purposes of article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") (all such persons being referred to as "relevant persons") and (b) only in circumstances falling within the circumstances set out in Part 1 of Schedule 1 to the UK Public Offers and Admissions to Trading Regulations 2024 (the "POATRs"). Consequently, any recipient understands that the securities may be offered only to "qualified investors" as defined in paragraph 15 of Schedule 1 to the POATRs, or to limited numbers of UK investors, or only where minimum consideration is required for the securities offered. Any investment or investment activity is available only to relevant persons and will be engaged in only with relevant persons, and each recipient warrants that it is a relevant person. Any person who is not a relevant person should not act or rely on this communication or any of its contents.

Matters discussed in this announcement may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as "believe", "expect", "anticipate", "strategy", "intends", "estimate", "will", "may", "continue", "should" and similar expressions. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict, and are beyond their control. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The Company does not make any guarantee that the assumptions underlying the forward-looking statements in this announcement are free from errors nor does it accept any responsibility for the future accuracy of the opinions expressed in this announcement or any obligation to update or revise the statements in this announcement to reflect subsequent events. You should not place undue reliance on the forward-looking statements in this announcement.

The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice. The Company does not undertake any obligation to review, update, confirm, or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this announcement.

Neither the Managers nor any of their affiliates make any representation as to the accuracy or completeness of this announcement and none of them accepts any responsibility for the contents of this announcement or any matters referred to herein.

This announcement is for information purposes only and is not to be relied upon in substitution for the exercise of independent judgment. It is not intended as investment advice and under no circumstances is it to be used or considered as an offer to sell, or a solicitation of an offer to buy any securities or a recommendation to buy or sell any securities of the Company. Neither the Managers nor any of their affiliates accept any liability arising from the use of this announcement.

The distribution of this announcement and other information may be restricted by law in certain jurisdictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions.