Reference is made to Circio Holding ASA's (the "Company") outstanding
convertible bonds as issued to Atlas Special Opportunities, LLC ("Atlas")
under the Investment Agreement entered into between Atlas and the Company in
March 2023.
Atlas has, by a notice of conversion, requested conversion of convertible
bonds with a nominal value of NOK 2,000,000. Pursuant to the bond terms, the
conversion price is NOK 0.5771. As the conversion price cannot be set lower
than the nominal value of the share, the conversion price for the conversion
is set to NOK 0.6 and the NOK 2,000,000 convertible bonds are convertible into
3,333,333 new shares in the Company.
The Company's share capital will accordingly be increased by NOK 1,999,999.80
by the issuance of 3,333,333 new shares in the Company at a conversion price
of NOK 0.6, upon completion of the conversion by registration of the share
capital increase in the Norwegian Register of Business Enterprises (Nw.:
Foretaksregisteret). Following the conversion, the Company's total share
capital will be NOK 65,305,046.40 divided into 108,841,744 shares, each with a
nominal value of NOK 0.60. The difference between NOK 0.6 and NOK 0.5771 a
value of approximately NOK 76,000, will be settled separately with
Atlas according to the Investment Agreement and applicable laws and
regulations.
Furthermore, reference is made to the stock exchange announcement by the
Company on 4 August 2025 regarding the extension of the financing commitment
by Atlas, enabling funding flexibility to the end of the fourth quarter 2025
(the "Additional Financing Commitment"). The Company has by a notice of
exercise under the Agreement and the Additional Financing Commitment requested
Atlas to subscribe and pay for one tranche of convertible bonds, consisting of
8 convertible bonds with an aggregate principal amount equal to NOK 4,000,000.
Atlas will be allocated these bonds under the terms and conditions of the
Investment Agreement.
For further information, please contact:
Erik Digman Wiklund, CEO
Phone: +47 413 33 536
Email: erik.wiklund@circio.com
Lubor Gaal, CFO
Phone: +34 683 34 3811
Email: lubor.gaal@circio.com
About Circio
Building circular RNA expression systems for enhanced gene and cell therapies
Circio Holding ASA is a biotechnology company developing powerful circular RNA
vector expression technology for next generation nucleic acid medicine.
Circio has established a unique circular RNA (circRNA) vector expression
technology for next generation RNA, DNA and viral therapeutics. The
proprietary circVec platform is based on a modular genetic cassette design for
efficient biogenesis of multifunctional circRNA inside cells. The circVec
platform has applications in multiple therapeutic settings, including genetic
medicine, cell therapy and chronic disease. It has demonstrated over 70-fold
prolonged RNA half-life and up to 15-fold enhanced protein expression vs.
conventional mRNA vector systems in vivo, and has the potential to become a
new gold-standard protein expression technology. The circRNA R&D activities
are being conducted by the wholly owned subsidiary Circio AB in Stockholm,
Sweden.
In parallel, Circio is continuing to develop its legacy immuno-oncology
program, TG01, through cost-efficient external academic and industry
collaborations. TG01 targets RAS-mutated cancers and is being tested in two
clinical trials in Norway and the USA. TG01 is a therapeutic peptide vaccine
adjuvanted by STIMULON QS-21 licensed from Agenus Inc.