SciBase announces outcome of rights issue of shares

STOCKHOLM, Oct. 1, 2026 /PRNewswire/ -- SciBase Holding AB (publ) ("SciBase" or the "Company") today, on 1 October 2026, announces the outcome of the rights issue of shares of approximately SEK 57.5 million resolved by the Board of Directors on 3 September 2026 pursuant to the authorisation granted by the Annual General Meeting on 19 May 2026 (the "Rights Issue"). The subscription period ended on 29 September 2026. The outcome shows that 2,681,085 shares, corresponding to approximately SEK 40.2 million or approximately 69.9 percent of the Rights Issue, were subscribed for with the support of subscription rights, and that 133,116 shares, corresponding to approximately SEK 2.0 million or approximately 3.5 percent of the Rights Issue, were subscribed for without the support of subscription rights. In total, 2,814,201 shares were thus subscribed for with and without the support of subscription rights, corresponding to approximately SEK 42.2 million or approximately 73.4 percent of the Rights Issue. The remaining 1,020,286 shares, up to full subscription of the Rights Issue, corresponding to approximately SEK 15.3 million or approximately 26.6 percent of the Rights Issue, are allotted to Bergs Securities AB ("Bergs Securities") in accordance with the guarantee commitment entered into. The Rights Issue is thereby fully subscribed and SciBase will receive approximately SEK 57.5 million before deduction of issue costs, enabling the Company's continued commercialisation with a focus on the US market.

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.

"We are very grateful for the confidence that shareholders and new investors have shown in us. The raised capital enables the Company to continue to build its position in melanoma diagnostics in the United States, where SciBase is approaching an important milestone in the form of reimbursement, and to take the next step in the collaboration with Castle Biosciences", says Pia Renaudin, CEO of SciBase.

"The broad support from our shareholders is a sign of strength. With strengthened finances and an organisation that is performing well in both the United States and Germany, SciBase is well equipped for the next phase and the upcoming CEO transition", says Jesper Høiland, Chairman of the Board of SciBase.

Outcome of the Rights Issue

The subscription period in the Rights Issue ran from and including 15 September 2026 up to and including 29 September 2026. The outcome shows that 2,681,085 shares were subscribed for with the support of subscription rights, corresponding to approximately SEK 40.2 million or approximately 69.9 percent of the Rights Issue. In addition, 133,116 shares were subscribed for without the support of subscription rights, corresponding to approximately SEK 2.0 million or approximately 3.5 percent of the Rights Issue. In total, 2,814,201 shares were thus subscribed for with and without the support of subscription rights, corresponding to approximately SEK 42.2 million or approximately 73.4 percent of the Rights Issue. The remaining 1,020,286 shares, corresponding to approximately SEK 15.3 million and approximately 26.6 percent of the Rights Issue, are allotted to Bergs Securities in accordance with the guarantee commitment entered into. The Rights Issue is thereby fully subscribed.

The subscription price in the Rights Issue was SEK 15 per share. Through the Rights Issue, SciBase will receive approximately SEK 57.5 million before deduction of issue costs, which are estimated to amount to approximately SEK 4.8 million (including any cash guarantee compensation, which may amount to a maximum of approximately SEK 2.4 million). The net proceeds enable continued commercialisation activities with a focus on the US market.

Notification of allotment

Allotment of shares subscribed for without the support of subscription rights has been made in accordance with the allotment principles set out in the information document published by the Company on 14 September 2026. Notification of allotment will be made through the distribution of contract notes. Subscribed and allotted shares shall be paid for in cash in accordance with the instructions on the contract note. Investors who subscribed through a nominee will receive notification of allotment in accordance with the procedures of their respective nominee. Only those who have been allotted shares will be notified.

Trading in BTA and new shares

Trading in BTA (paid subscribed shares) will continue on Nasdaq First North Growth Market until the Rights Issue has been registered with the Swedish Companies Registration Office. The last day of trading in BTA is expected to be on or around 16 October 2026, after which BTA will be converted into shares without specific notification from Euroclear Nordics AB.

Compensation to the guarantor

In connection with the Rights Issue, Bergs Securities has provided a guarantee commitment of approximately SEK 24.2 million. For the guarantee commitment, guarantee compensation is payable amounting to 10 percent of the guaranteed amount in cash or, alternatively, 12 percent of the guaranteed amount in newly issued shares in the Company. The subscription price for shares issued as guarantee compensation shall be set at SEK 15 per share, corresponding to the subscription price in the Rights Issue.

Bergs Securities shall, no later than five (5) banking days after the end of the subscription period, notify the Company of the extent to which the guarantee compensation is to be paid in cash and in the form of newly issued shares, respectively. The guarantee compensation may be paid in full or in part in either form. Any resolution on a directed issue of shares as guarantee compensation will be announced through a separate press release.

Number of shares, share capital and dilution

Through the Rights Issue, the number of shares in SciBase increases by 3,834,487 shares, from 10,225,300 shares to 14,059,787 shares, and the share capital increases by SEK 19,172,435, from SEK 51,126,500 to SEK 70,298,935, corresponding to a dilution of approximately 27 percent of the total number of shares and votes in the Company following registration of the new shares with the Swedish Companies Registration Office.

Should the guarantee compensation be paid in full in the form of newly issued shares, the number of shares will increase by a further maximum of 193,669 shares and the share capital by a maximum of SEK 968,345, corresponding to an additional dilution of approximately 1.4 percent.

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:

Jesper Høiland, Chairman of the Board, telephone +45 612 207 30

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.

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