SoftOx Solutions AS: Key information relating to potential repair offering

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN THE UNITED STATES, CANADA, AUSTRALIA, THE HONG KONG SPECIAL
ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA OR JAPAN OR ANY OTHER
JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE
SECURITIES DESCRIBED HEREIN.

Reference is made to the stock exchange announcement from SoftOx Solutions AS
(the "Company") published on 15 December 2021 regarding a completed private
placement of 915,000 new shares raising gross proceeds of NOK 50 million (the
"Private Placement"), where it was announced that the Company will consider
conducting a subsequent repair offering of up to 218,000 new shares (the "Repair
Offering") with non-tradeable subscription rights, which, subject to applicable
securities laws, will be directed towards existing shareholders in the Company
as of 15 December 2021 (as registered in the VPS two trading days thereafter),
who (i) were not allocated shares in the Private Placement, and (ii) are not
resident in a jurisdiction where such offering would be unlawful or (ii) in
other jurisdictions than Norway, would require a prospectus, filing,
registration or similar action. The Company may allow for subscriptions without
subscription rights.  

Key information:
Date on which the terms of the Repair Offering was announced: 15 December 2021
Last day including right to receive subscription rights: 15 December 2021
First day excluding right to receive subscription rights (ex-date): 16 December
2021
Record date: 17 December 2021
Maximum number of new shares: 218,000
Subscription price: NOK 55 per share
Maximum gross proceeds: Approx. NOK 12 million 
Will the subscription rights be listed: No

The Repair Offering is, inter alia, conditional upon the extraordinary general
meeting resolving to grant the board of directors an authorisation to increase
the share capital, the board of directors resolving to initiate the Repair
Offering, and the publication of a prospectus in accordance with applicable
legislation. 
Whether or not the Repair Offering will take place will depend on inter alia the
development of the trading price of the Company's shares. 

For further information, please contact:
CEO Geir Almås of SoftOx Solutions AS, or
CFO Kristine Rød of SoftOx Solutions AS
Mail: [e-mail]
Mobile: [phone]



About SoftOx Solutions AS
SoftOx Solutions AS (SoftOx, listed on Euronext Growth Oslo) is a Norwegian
BioTech company based in Oslo with the aim of helping to combat major threats to
human health, namely the emergence of antimicrobial resistance (AMR), biofilm
infections in chronic wounds and the spread of viruses. For more information on
SoftOx, visit www.soft-ox.com

Important information 
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 "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 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 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 as amended (together with any
applicable implementing measures in any Member State. This communication is only
being distributed to and is only directed at persons in the United Kingdom that
are (A) (i) persons who have professional experience, knowledge and expertise in
matters relating to investments and are "investment professionals" for the
purposes of article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005, as amended (the "Order"), (ii) high net worth
entities and other persons falling within Article 49(2)(a) to (d) of the Order
and (iii) persons to whom it may otherwise lawfully be communicated; and (B)
persons who are "qualified investors" within the meaning of the EU Prospectus
Regulation as it forms part of United Kingdom domestic law by virtue of the
European Union (Withdrawal) Act 2018 (all such persons being referred to as
"relevant persons"). Any investment or investment activity to which this
communication relates is available only for relevant persons and will be engaged
in only with relevant persons. Persons distributing this communication must
satisfy themselves that it is lawful to do so. 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
believe 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. Actual events may differ significantly
from any anticipated development due to a number of factors, including without
limitation, changes in public sector investment levels, changes in the general
economic, political and market conditions in the markets in which the Company
operates, the Company's ability to attract, retain and motivate qualified
personnel, changes in the Company's ability to engage in commercially acceptable
acquisitions and strategic investments, and changes in laws and regulation and
the potential impact of legal proceedings and actions. 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 Manager nor any of its
affiliates makes 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 Manager nor any of its
affiliates accepts 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.

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