THIS PRESS RELEASE MAY NOT BE ANNOUNCED, PUBLISHED OR DISTRIBUTED, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, HONG KONG, JAPAN, CANADA, NEW ZEALAND, SINGAPORE OR SOUTH AFRICA OR IN ANY OTHER JURISDICTION WHERE SUCH ANNOUNCEMENT, DISTRIBUTION OR PUBLICATION OF THIS PRESS RELEASE WOULD BE UNLAWFUL OR WOULD REQUIRE ADDITIONAL REGISTRATION OR OTHER MEASURES. PLEASE SEE “IMPORTANT INFORMATION” AT THE END OF THE PRESS RELEASE.

On 28 May, Cessatech A/S, CVR no. 41293055 (“Cessatech” or the “Company”) announced that the board of directors in the Company had resolved to raise the share capital in the Company by issuance of shares to a limited group of professional investors (the “Directed Issue”). Today, the related capital increase of nominally DKK 230,268.60 was registered with the Danish Business Authority, following which the registered share capital in the Company will now amount to nominally DKK 3,715,287.40 and the number of registered shares in the Company amount to 18,576,437. The new shares are expected to be admitted to trading later today.

The Directed Issue
The resolution to increase the Company’s share capital by issuance of shares without preferential right to existing shareholders has been made by the Board of Directors in the Company, in accordance with the authorization in paragraph 3.2.1 of the Company’s articles of association. The subscription price in the Directed Issue was set to DKK 12.72 per share and has been determined through an accelerated bookbuilding procedure led by Sedermera Corporate Finance AB.

Number of shares, share capital and dilution
Following registration of the Directed Issue, the Company's share capital has increased by 230,268.60, from DKK 3,485,018.80 to DKK 3,715,287.40, through issuance of 1,151,343 new shares, which means that the total number of shares will increase from 17,425,094 shares to 18,576,437 shares after the issue. The new shares represent approximately 6.6 percent of Cessatech’s share capital before the capital increase and 6.2 percent Cessatech’s share capital after the capital increase.

Please note that the capital increase and the number of shares issues deviates slightly with the capital increase and the number of shares stated in the Company’s press release on 28 May 2025. The minor difference is due to payment related issues for certain subscribing investors.

The new shares will be identical in all respects to the existing shares in Cessatech. This means that all shares in the Company, including the new shares, will be negotiable instruments, carry no restrictions on their transferability nor carry any special rights. The rights conferred by the new shares, including voting rights and dividend rights, will apply from the time when the capital increase is registered with the Danish Business Authority.

Advisors
Cessatech has engaged Sedermera Corporate Finance AB as financial adviser and Sole Bookrunner and Elmann Advokatpartnerselskab as legal advisor in connection with the Directed Issue.

IMPORTANT INFORMATION
The publication, release or distribution of this press release may be restricted in certain jurisdictions. Recipients of this press release in jurisdictions where this press release has been published or distributed should inform themselves about and observe any such restrictions. This announcement does not constitute an offer to the public, or a solicitation of any offer, to buy or subscribe for any securities of the Company in any jurisdiction. This document has not been approved by any authority in any jurisdiction and does not constitute a prospectus within the meaning of Regulation (EU) 2017/1129 (the “Prospectus Regulation”). No prospectus has been or will be prepared in connection with the Directed Issue. 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 Prospectus Regulation. 

The information contained in this press release is for background purposes only and does not purport to be full or complete. No reliance may or should be placed by any person for any purpose on the information contained herein or its accuracy or completeness. Neither the Company nor any of its affiliates, advisors or representatives accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this press release (or whether any information has been omitted).

The information in this press release may not be announced, published, copied or distributed, directly or indirectly, in the United States, Canada, Japan, Australia, Hong Kong, New Zealand, Singapore, South Africa or any other jurisdiction where the announcement, publication or distribution of the information would not comply with applicable laws and regulations or would require a prospectus, registration or other measures than those required by Danish law.

This press release does not constitute or form part of an offer or solicitation to purchase 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 (the “Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, registration under 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.

This announcement does not constitute an invitation to underwrite, subscribe for or otherwise acquire or dispose of any securities in any jurisdiction. This press release does not constitute a recommendation for any investor's decision regarding the Directed Issue. Each investor or potential investor should conduct its own investigation, analysis and evaluation of the business and information described in this press release and any publicly available information. The price and value of the securities may go down as well as up and past performance is no guide to future results. Neither the contents of the Company's website nor any other website accessible through hyperlinks on the Company's website are incorporated into or form part of this press release. 

Forward-looking statements
This press release contains forward-looking statements that reflect the Company's intentions, beliefs or expectations regarding the Company's future results of operations, financial condition, liquidity, performance, prospects, anticipated growth, strategies and opportunities and the markets in which the Company operates. Forward-looking statements are statements that are not historical facts and can be identified by the use of words such as “believes”, “expects”, “anticipates”, “intends”, “estimates”, “will”, “may”, “anticipates”, “should”, “could” and, in each case, the negatives thereof, or similar expressions. The forward-looking statements in this press release are based on various assumptions, many of which are based on additional assumptions. Although the Company believes that the assumptions reflected in these forward-looking statements are reasonable, there can be no assurance that they will materialize or that they are accurate. Because these statements are based on assumptions or estimates and are subject to risks and uncertainties, actual results or outcomes could differ materially from those in the forward-looking statements for a variety of reasons. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this press release by the forward-looking statements. The Company does not guarantee that the assumptions underlying the forward-looking statements contained in this press release are accurate and any reader of this press release should not place undue reliance on the forward-looking statements contained in this press release. The information, opinions and forward-looking statements expressed or implied herein are made only as of the date of this press release and may be subject to change.

For more information about Cessatech, please contact:
Jes Trygved, CEO
Phone: +45 9387 2309
E-mail: jes.trygved@cessatech.com
www.cessatech.com