CLS: Clinical Laserthermia Systems AB resolves on a directed issue

Today, the Board of Directors of CLS, pursuant to the authorization granted by the Annual General Meeting on 29 June 2026, resolved to carry out a directed issue of 259,208 units, corresponding to 1,036,832 new B-shares and 777,624 warrants of series TO 9 B to Vator Securities AB. The subscription price is SEK 7.60 per unit (corresponding to SEK 1.90 per share, while the warrants of series TO 9 B are issued free of charge), which corresponds to the subscription price at which the units in the Rights Issue were issued. The purpose of the directed issue, and the reason for deviating from the shareholders' preferential rights, is to fulfil the Company's obligations towards Vator Securities AB under the entered into guarantee undertaking agreements. 

Number of shares and share capital

Following the registration of the share capital of the rights issue of units, the Company's share capital amounts to SEK 4,747,941.00 divided into 47,479,410 shares each with a quota value per share of SEK 0.10. The Company has two share classes, A-shares and B-shares. A-shares carry ten (10) votes per share, and B-shares carry one (1) vote per share.

Through the directed issue, the number of B-shares in CLS will increase by 1,036,832, from a total of 47,479,410 shares to 48,516,242 shares, and the share capital will increase by SEK 103,683.20, from SEK 4,747,941.00 to SEK 4,851,624.20. The increase in share capital corresponds to a dilution effect of approximately 2.1 per cent of the share capital in the Company.

In addition, the outstanding number of warrants of series TO 9 B increases with 777,624. A total of 13,012,236 warrants of series TO 9 B will be outstanding.

Warrants of series TO 9 B

The warrants of series TO 9 B will be issued free of charge. Each one (1) TO 9 B warrant entitles the holder to subscribe for one (1) new B-share in the Company. The exercise price for warrants of series TO 9 B will be SEK 1.90 per share, corresponding to the subscription price per new B-share in the Rights Issue. The warrants of series TO 9 B may be exercised for subscription of new B-shares in CLS during the period from 1 March 2027 up to and including 15 March 2027. First day of trading in warrants of series TO 9 B will be 9 September 2026. The last day of trading in the TO 9 B warrants is expected to be 11 March 2027. Following the registration of the directed issue and upon full exercise of all TO 9 B warrants, the Company may now receive proceeds of approximately SEK 24.7 million before deduction of transaction costs, which are estimated to approximately SEK 1.6 million.

Advisors

Gemstone Capital ApS is acting as financial advisor and Foyen Advokatfirma is acting as legal advisor to CLS in connection with the Rights Issue. Vator Securities AB is acting as issuing agent.

For more information, please contact:

Dan J. Mogren, CEO Clinical Laserthermia Systems AB (publ)

Phone: +46 (0)705 90 11 40

E-mail: [email protected]

About CLS

Clinical Laserthermia Systems AB (publ), develops and sells TRANBERG® Thermal Therapy System and ClearPoint Prism® Neuro Laser Therapy System with sterile disposables, for minimally invasive treatment of cancer tumors and drug-resistant epilepsy. The products are marketed and sold through partners for image-guided laser ablation. CLS is headquartered in Lund, Sweden, with subsidiaries in Germany, the United States and a marketing company in Singapore. CLS is listed on Nasdaq First North Growth Market under the symbol CLS B. Certified adviser (CA) is FNCA Sweden AB.

For more information about CLS, please visit the Company's website: www.clinicallaser.se

Information to distributors

In order to comply with the product governance requirements contained in: (a) Directive 2014/65/EU of the European Parliament and of the Council on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) national implementing measures (together, the "MiFID II Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the securities offered have been subject to a product approval process, which has determined that such securities are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, distributors should note that: the price of the Company's shares or warrants may decline and investors could lose all or part of their investment; the Company's shares and warrants offer no guaranteed income and no capital protection; and an investment in the Company's shares or warrants is compatible only with investors who do not need a guaranteed income or capital protection and who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Rights Issue. For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the Company's shares or warrants. Each distributor is responsible for undertaking its own Target Market Assessment in respect of the Company's shares and warrants and determining appropriate distribution channels.