Offering 2026

Bioretec’s Rights Issue 2026

Bioretec is a globally operating Finnish medical device company leading the development and commercialization of absorbable implants focused on healing for adult and pediatric orthopedics. Our unique expertise combines materials engineering and biochemistry in active implants that promote bone growth and facilitate fracture healing after orthopedic surgery. Our operations cover the entire life cycle of the implants, from initial product design and development to commercialization and market delivery.

Bioretec Ltd has resolved to offer Bioretec's shareholders up to 1,477,828,416 new shares for subscription primarily on the basis of shareholders' pre-emptive subscription right in the same proportion as they already hold shares in the company and secondarily by other shareholders or by other persons in a rights issue of up to approximately EUR 14.8 million.

The subscription price for each new share is EUR 0.01.

Reasons for the offer and use of proceeds

In the offering, Bioretec is seeking gross proceeds amounting to up to approximately EUR 14.8 million by offering up to 1,477,828,416 new shares for subscription. However, the company expects to raise at least approximately EUR 5 million in gross proceeds from the offering, taking into account the subscription commitment and the underwriting commitment provided by Stephen Industries Inc Oy, which are subject to certain conditions.

The purpose of the offering is to strengthen the company's capital base and financing resources supporting the company in the execution of its strategy announced by a company release on 16 December 2025. The company aims to strengthen its balance sheet, ensure sufficient working capital and finance the working capital needs of its targeted business growth with the proceeds from the offering.

The proceeds raised in the offering are intended to be used to advance the commercial scale-up of the company's products particularly in the United States, continue the progression of the development pipeline and launch three new products within the next 18 months, improve the company's operations and production capabilities, and for working capital and general administration expenses.

From the CEO

The past year has been a period of transition and rebuilding for Bioretec. We have reviewed every aspect of our operations, commercial structure and performance to enable a stable base, capable of supporting Bioretec's future growth. As a result of the necessary adjustments, we exit the year with a more agile commercial organization, a strengthened strategic focus, and greater readiness to execute our next phase.

There is a clear need to invest in expanding our commercial offering for RemeOs™ and building a U.S.-based commercial organization that can drive topline growth. We have an advantageous market position with three Breakthrough Device Designations and a TPT pass-through payment status for our absorbable metal, and now is the time to accelerate and capitalize on our opportunities. We arrange this Offering with a firm focus on capital-efficient execution of our strategy and disciplined scrutiny across our business, with the aim of generating value for our shareholders.

Sarah van Hellenberg Hubar-Fisher
CEO

Important dates

Event Date
First trading date without Subscription Rights 30 March 2026
Record Date of the Offering 31 March 2026
The Subscription Period for the Offering commences 7 April 2026
Trading in the Subscription Rights commences on First North 7 April 2026
Trading in the Interim Shares commences on First North 8 April 2026
Trading in the Subscription Rights ends on First North 15 April 2026
The Subscription Period for the Offering ends and unused Subscription Rights become void 21 April 2026
Announcement of the initial results of the Offering estimated 23 April 2026
Announcement of the final results of the Offering estimated 24 April 2026
Trading in the Interim Shares ends on First North estimated 28 April 2026
The New Shares subscribed for in the Offering are registered in the Trade Register estimated 28 April 2026
Interim Shares are converted into New Shares estimated 28 April 2026
Trading in the New Shares commences on First North estimated 29 April 2026

In connection with the offering, Bioretec will prepare the exemption document in accordance with article 1(4) (db) of the prospectus regulation. The exemption document will be available at Bioretec's website at https://investors.bioretec.com/fi/osakeanti_2026 on or about 2 April 2026 before the commencement of the subscription period.

The unofficial English-language translation of the exemption document will be available on this web page on or about 2 April 2026 before the commencement of the subscription period.

Releases

Further information

Sarah van Hellenberg Hubar-Fisher
CEO
Puh: +31 6 1544 8736
sarah.hubar-fisher@bioretec.com

Tuukka Paavola
CFO
Puh: +358 50 386 0013
tuukka.paavola@bioretec.com