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Regulatory press release

poLight ASA: Increase of underwriting - Updated information for resolutions proposed to the extraordinary general meeting

poLight
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NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN CANADA, JAPAN, AUSTRALIA OR THE UNITED STATES, OR ANY OTHER JURISDICTION IN WHICH SUCH 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 published by poLight ASA (the "Company") on 20 March 2023, concerning, among other things, a notice for an extraordinary general meeting (the "EGM") to discuss and approve a partially underwritten rights issue, to raise gross proceeds of up to NOK 135 million (the "Rights Issue").

The Company's Board of Directors (the "Board") is pleased to inform that it has today approved to enter into an agreement with the two largest underwriters for the Rights Issue for an additional top-up underwriting of NOK 35 million (the "Top-Up Underwriting Obligation") for the Rights Issue, which implies that the Rights Issue will be fully underwritten (subject to approval by the EGM). The Top-Up Underwriting Obligation is provided for an equal underwriting fee as the original underwriting obligation of NOK 100 million, i.e., an underwriting fee of 10%, payable in new shares in the Company. The Top-Up Underwriting Obligation will not give preferential rights to allocation of shares, meaning that the rights of the shareholders to subscribe for shares in the Rights Issue will not be reduced with the Top-Up Underwriting Obligation.

As further described in the notice for the EGM, the subscription price in the Rights Issue is proposed to equal the theoretical ex-rights price ("TERP") of the Company's shares based on the volume-weighted average price ("VWAP") of the Company's shares on the Oslo Stock Exchange on the last trading day prior to the EGM, less a discount of 30%.

The Company's Board of Directors (the "Board") has today, based on a recommendation from Pareto Securities AS (acting as Manager for the Rights Issue) determined that the subscription price in the Rights Issue is proposed set to NOK 10.45 per share, which represents a discount of 30% to the TERP of the Company's shares based on the VWAP of the Company's shares on the Oslo Stock Exchange as of today, 11 April 2023, of NOK 14.9337 per share.

On this basis, the Board has resolved to propose to the EGM that the Company's share capital is proposed increased with NOK 516,746.40 by issuance of 12,918,660 new shares, each with a par value of NOK 0.04. The subscription price will be proposed set to NOK 10.45 per new share. The updated proposal to the EGM also reflects the Top-Up Underwriting Obligation.

For further information regarding the Rights Issue, please see the notice for the EGM, which is available on https://www.polight.com/investors/general-meetings/default.aspx.

Advisers:

Pareto Securities AS has been retained by the Company to act as manager and bookrunner for the Rights Issue.

Advokatfirmaet CLP DA is acting as legal adviser to the Company in connection with the Rights Issue.

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