Oslo, 9 September 2025: Reference is made to the stock exchange notice by Airthings ASA ("Airthings" or the "Company") on 8 September 2025 a NOK 105 million fully underwritten private placement (the "Private Placement") and subsequent offering (the "Subsequent Offering").
To limit the dilution of existing shareholders not participating in the Private Placement, the Board has resolved to propose that an extraordinary general meeting in the Company expected to be held on or about 30 September 2025 (the "EGM") gives the Board authorization to resolve the Subsequent Offering of up to 250,000,000 new shares directed towards existing shareholders as of 8 September 2025 (as registered in VPS on 10 September 2025) with less than 375,000 shares and who were not allocated shares in the Private Placement and 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 "Eligible Shareholders").
The subscription price in the Subsequent Offering will be equal to the offer price in the Private Placement, NOK 0.10 per share (the "Subscription Price"). Oversubscription and subscription without subscriptions rights will not be allowed.
The Subsequent Offering is subject to (i) completion of the Private Placement, including registration of the share capital increase; (ii) approval by the EGM to authorize the Board to issue new shares in the Subsequent Offering and the Board resolving a share capital increase to issue these new shares and (iii) the publication of an offering prospectus pertaining to the Subsequent Offering. The Board may decide that the Subsequent Offering will not be carried out if the Company's shares trade at or below the subscription price in the Subsequent Offering (i.e. the Subscription Price) at sufficient volumes.
In accordance with the continuing obligations of companies listed on Euronext Oslo Børs, the following key information is given with respect to the Subsequent Offering:
Date on which the terms and conditions of the Subsequent Offering were announced: 8 September 2025
Last day including right to receive subscription rights: 8 September 2025
Ex-date: 9 September 2025
Record Date: 10 September 2025
Date of approval: On or about 30 September 2025 (date of extraordinary general meeting expected to authorize the Company`s board of directors to issue shares in the Subsequent Offering)
Maximum number of new shares: 250,000,000
Subscription price: NOK 0.10
For additional information or media requests, please contact:
Helge Øien, interim CEO
ir@airthings.com
This information is published in accordance with the requirements of the Continuing Obligations set out in Rule Book - Part II.