SciBase announces confirmed guarantee commitment in connection with ongoing rights issue

SciBase Holding AB (publ) (“SciBase” or the “Company”) announces that Bergs Securities AB (“Bergs Securities”) has today, on 25 September 2026, fulfilled the letter of intent to provide a guarantee commitment (the “Guarantee Intention”) announced by SciBase on 3 September 2026 in connection with the Company’s ongoing rights issue of shares of approximately SEK 57.5 million (the “Rights Issue”). The fulfilment of the Guarantee Intention means that Bergs Securities has provided a binding guarantee commitment of approximately SEK 24.2 million, corresponding to approximately 42 percent of the Rights Issue (the “Guarantee Commitment”). Together with the subscription undertakings previously entered into, amounting to approximately SEK 33.3 million and corresponding to approximately 58 percent of the Rights Issue, the Rights Issue is thus covered to 100 percent by subscription undertakings and the guarantee commitment.

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, WHETHER DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, BELARUS, CANADA, HONG KONG, JAPAN, NEW ZEALAND, RUSSIA, SINGAPORE, SOUTH AFRICA, SOUTH KOREA OR ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION WOULD REQUIRE ADDITIONAL PROSPECTUSES, REGISTRATION OR OTHER MEASURES BEYOND THOSE REQUIRED UNDER SWEDISH LAW, IS PROHIBITED OR WOULD OTHERWISE BE CONTRARY TO APPLICABLE RULES IN SUCH JURISDICTION, OR CANNOT BE MADE WITHOUT THE APPLICATION OF AN EXEMPTION FROM SUCH MEASURES. SEE THE SECTION “IMPORTANT INFORMATION” AT THE END OF THIS PRESS RELEASE FOR FURTHER INFORMATION.

Subscription undertakings and the Guarantee Commitment

Under the Guarantee Intention, which was entered into in connection with the Board of Directors’ resolution on the Rights Issue on 3 September 2026, Bergs Securities could, up until the expiry of the subscription period in the Rights Issue, fulfil the Guarantee Intention by delivering a guarantee confirmation, whereupon a binding guarantee commitment arises. SciBase has today, on 25 September 2026, received such guarantee confirmation from Bergs Securities.

The Guarantee Commitment means that Bergs Securities has undertaken to subscribe for shares in the Rights Issue that are not subscribed for with or without the support of subscription rights, up to an amount of approximately SEK 24.2 million. Allotment will be made in accordance with the allotment principles announced on 3 September 2026. In support of the Guarantee Commitment, Bergs Securities has entered into sub-guarantee agreements with a consortium of investors corresponding to the entire Guarantee Commitment.

The guarantee compensation and the other terms of the Guarantee Commitment are unchanged from those set out in the press release published by the Company on 3 September 2026.

Several existing shareholders, including Ribbskottet AB, Castle Biosciences Inc, Haga Gruppen Holding AB, Life Science Invest Fund 1 ApS and Praktikerinvest AB, as well as members of the Company’s Board of Directors and management, have previously entered into subscription undertakings in an aggregate amount of approximately SEK 33.3 million, corresponding to approximately 58 percent of the Rights Issue. No compensation is payable for the subscription undertakings.

The subscription undertakings and the Guarantee Commitment amount in aggregate to approximately SEK 57.5 million, corresponding to 100 percent of the Rights Issue. Neither the subscription undertakings nor the Guarantee Commitment are secured by bank guarantee, blocked funds, pledge or similar arrangements.

The Rights Issue in brief

• The subscription price is SEK 15 per share. Shareholders who were registered in the share register maintained by Euroclear Nordics AB on the record date of 10 September 2026 received one (1) subscription right for each share held. Eight (8) subscription rights entitle the holder to subscribe for three (3) new shares.
• The subscription period runs from and including 15 September 2026 up to and including 29 September 2026.
• Trading in subscription rights on Nasdaq First North Growth Market took place up to and including 24 September 2026.
• Trading in BTA (paid subscribed shares) on Nasdaq First North Growth Market continues until on or around 16 October 2026.
• The outcome of the Rights Issue is expected to be announced on or around 1 October 2026.
• An information document relating to the Rights Issue is available on the Company’s website, https://investors.scibase.se.

Advisers

SciBase has engaged Bergs Securities and Birchtree Advisory as financial advisers and BAHR as legal adviser in connection with the Rights Issue. Bergs Securities is also acting as issuing agent in connection with the Rights Issue.

For further information, please contact:
Michael Colérus, Chief Financial Officer, telephone +46 70 341 34 72

Certified Adviser (CA):
DNB Carnegie Investment Bank AB (publ) Telephone: +46 8 588 68 570,
E-mail: certifiedadviser@carnegie.se

About SciBase:

SciBase is a global medical technology company specialising in early detection and prevention within dermatology. SciBase develops, manufactures and commercialises Nevisense, a unique point-of-care platform that combines AI and advanced EIS technology to enhance diagnostic accuracy and ensure proactive skin health management.

Our commitment is to minimise patient suffering, enabling physicians to improve and save lives through early detection and intervention and to reduce healthcare costs.

SciBase is built on more than 20 years of research at Karolinska Institutet in Stockholm and is at the forefront of advances in dermatology.

The Company has been listed on Nasdaq First North Growth Market since 2 June 2015 and the company’s Certified Adviser is Carnegie Investment Bank AB (publ).  Read more at www.scibase.com. For press releases and financial reports, visit: https://investors.scibase.se.

Important information:

The publication, release or distribution of this press release may in certain jurisdictions be subject to restrictions by law, and persons in the jurisdictions in which this press release has been made public or distributed should inform themselves about, and comply with, such legal restrictions. The recipient of this press release is responsible for using this press release, and the information contained herein, in accordance with the applicable rules in each jurisdiction.

The availability of the Rights Issue to holders not resident in Sweden may be affected by the legislation of the relevant jurisdiction in which they are located. Holders not resident in Sweden should inform themselves about, and comply with, all applicable laws and regulations.

This press release does not constitute an offer of, or an invitation to, acquire or subscribe for any securities in SciBase in any jurisdiction, either from SciBase or from anyone else. This press release is not a prospectus within the meaning of Regulation (EU) 2017/1129 (the “Prospectus Regulation”) and has not been approved by any regulatory authority in any jurisdiction. No prospectus has been prepared in connection with the Rights Issue. The Company has prepared and published an information document in respect of the Rights Issue, which is available on the Company’s website (https://investors.scibase.se).

This press release does not identify, and does not purport to identify, any risks (direct or indirect) that may be associated with an investment in the Company. The information in this press release is intended only to describe the background to the Rights Issue and does not purport to be complete or exhaustive. No representation is made as to the accuracy or completeness of the information in this press release.

This press release does not constitute an offer of, or an invitation to, acquire or subscribe for securities in the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended from time to time (the “Securities Act”) and may not be offered or sold in the United States absent registration, or an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of such securities in the United States. The information in this press release may not be released, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, in or into the United States, Australia, Belarus, Canada, Hong Kong, Japan, New Zealand, Russia, Singapore, South Africa, South Korea or any other jurisdiction in which such release, publication or distribution of this information would be unlawful or where such action is subject to legal restrictions or would require registration, or measures other than those required under Swedish law. Actions contrary to this instruction may constitute a violation of applicable securities legislation.

Forward-looking statements

Matters discussed in this press release may contain forward-looking statements. Forward-looking statements are all statements that do not relate to historical facts and events, as well as statements relating to the future which, for example, contain expressions such as “anticipates”, “intends”, “may”, “will”, “should”, “estimates”, “believes”, “could”, “plans”, “continues”, “potential”, “estimates”, “forecasts”, “known” or similar expressions. In particular, these statements relate to future results, financial position, cash flows, plans and expectations regarding the company’s operations and management, future growth and profitability, as well as the general economic and regulatory environment and other circumstances affecting the company, many of which are in turn based on further assumptions, such as the absence of changes in existing political, legal, tax, market or economic conditions or in applicable laws (including, but not limited to, accounting principles, accounting methods and tax policies), which, individually or together, may be material to the company’s results or its ability to conduct its operations. Although the Company considers that these assumptions were reasonable when they were made, they are by their nature subject to significant known and unknown risks, uncertainties, contingencies and other important factors that are difficult or impossible to predict and that may be beyond the Company’s control. Such risks, uncertainties, contingencies and other material factors may cause actual events to differ materially from the expectations expressed or implied in such forward-looking statements. Prospective investors should therefore not place undue reliance on the forward-looking information contained herein, and prospective investors are strongly recommended to read those sections of the information document that contain a more detailed description of factors that may affect the Company’s business and the market in which the Company operates. The information, opinions and forward-looking statements in this press release are valid only as at the date of this press release and may be subject to change without notice.