AQUA BIO TECHNOLOGY ASA – ENTERS INTO FINAL AGREEMENT FOR ACQUISITION OF SKINTEAM – NOTICE OF EXTRAORDINARY GENERAL MEETING

3.8.2023 22:00:43 CEST | Aqua Bio Technology ASA | Additional regulated
information required to be disclosed under the laws of a member state

Reference is made to the stock exchange announcements made by Aqua Bio
Technology ASA ("ABT" or the "Company") on 23 July 2023 regarding the Company
entering into an agreement in principle with the shareholders of Skinteam Norge
AS (the "Sellers") ("Skinteam") and the stock exchange announcements on 23 and
24 July 2023 regarding the Private Placement and the contemplated Subsequent
Offering as described therein.

ABT and the Sellers have today entered into a final share purchase agreement and
more than 2/3 of the shareholders in ABT have entered into voting undertakings
where they have undertaken to vote in favour of all resolutions necessary to
implement the Private Placement and the contemplated Subsequent Offering in the
upcoming extraordinary general meeting (the "EGM") that will be held on 24
August 2023. The notice for the EGM is attached to this stock exchange
announcement.

ABT and the Sellers have agreed to continue the warrants previously issued in
Skinteam to key personnel and certain key suppliers to Skinteam. The Board
further considers that warrants should be granted to certain employees of ABT as
incentives. ABT's board of directors (the "Board") is therefore proposing that
the EGM resolves to issue 1,200,000 warrants (to the employees of ABT) at
subscription price NOK 5 and 356,688 warrants (to key personnel and key
suppliers to Skinteam) at a subscription price of NOK 5.30 as further set out in
the calling notice for the EGM.

Adjusted for the continuation of warrants in ABT and Mycellia's direct
investment of NOK 5,000,001 in ABT, the Sellers are receiving a purchase price
for their shares in Skinteam of NOK 41,201,148 that will be used to subscribe
for 13,733,716 new shares in ABT in the EGM. In addition, ABT will issue an
additional 11,124,353 new shares in the Private Placement at the EGM as set out
in the calling notice. ABT's board members Roger Hofseth (4,270,833 new shares)
and Jan Pettersson (2,519,357), and CEO Håvard Lindstrøm (183,333 new shares),
have undertaken to subscribe for new shares in the Private Placement.

The Board proposes that the EGM resolves to carry out a Subsequent Offering
where the eligible shareholders have priority to subscribe for up to 1,666,667
new shares at a subscription price per share equal to the subscription price in
the Private Placement (NOK 3.00). As set out in the key information notice, the
Subsequent Offering will be directed towards existing shareholders in the
Company as of 23 July 2023, as registered in the VPS on 25 July 2023, less (i)
shareholders who were allocated shares in the Private Placement, and (iii)
shareholders who are resident in a jurisdiction where such offering would be
unlawful or, for jurisdictions other than Norway, would require any prospectus,
filing, registration or similar actions.

The subscription period in the Subsequent Offering is expected to start on
Tuesday 8 August at 09.00 (CEST) and expire on 18 August 2023 at 16.30 (CEST).
Completion of the Subsequent Offering is subject to approval by the EGM, but
more than 2/3 of the shareholders in ABT have undertaken to vote in favor of the
Subsequent Offering.

An invitation letter setting out the terms of the Subsequent Offering will be
published prior to the start of the subscription period in the Subsequent
Offering.

* * *

For further information, please contact Håvard Lindstrøm, CEO, telephone +47 941
32 288.

Aqua Bio Technology (ABT) is developing and commercializing sustainable
biotechnology for use in skin care products. ABT's cosmetics ingredients are
highly effective and they provide the cosmetics industry with natural
alternatives to traditional ingredients. ABT is also marketing and distributing
natural skin care products developed by partners towards consumers and
professional users. ABT's focus on commercialization and development of natural
ingredients and natural skin care products has been, and will continue to be, an
important part of the Company's strategy going forward. Aqua Bio Technology is
listed on the Euronext Expand market of the Oslo Stock Exchange.

DISCLOSURE REGULATION

This information is subject of the disclosure requirements pursuant to section
of 5-12 of the Norwegian Securities Trading Act.

CONTACTS

 * Håvard Lindstrøm, 004794132288, hl@aquabiotech.no 

ABOUT AQUA BIO TECHNOLOGY ASA

Aqua Bio Technology (ABT) is developing and commercializing sustainable
biotechnology for use in skin care products. ABT's cosmetics ingredients are
highly effective and they provide the cosmetics industry with natural
alternatives to traditional ingredients. ABT is also marketing and distributing
natural skin care products developed by partners towards consumers and
professional users. Aqua Bio Technology is listed on Euronext Expand.

ATTACHMENTS

Download announcement as PDF.pdf -
https://kommunikasjon.ntb.no/ir-files/17847556/2522/3498/Download%20announcement
%20as%20PDF.pdf

ABT Notice of EGM 24 August 2023.pdf -
https://kommunikasjon.ntb.no/ir-files/17847556/2522/3497/ABT%20Notice%20of%20EGM
%2024%20August%202023.pdf

Download announcement as PDF

ABT Notice of EGM 24 August 2023