aXichem publishes information memorandum and initiates subscription period

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, BELARUS, HONG KONG, JAPAN, CANADA, NEW ZEALAND, RUSSIA, SWITZERLAND, SINGAPORE, SOUTH AFRICA, SOUTH KOREA, OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR PUBLICATION OF THIS PRESS RELEASE WOULD BE UNLAWFUL OR REQUIRE ADDITIONAL MEASURES THAN SUCH MEASURES UNDER SWEDISH LAW. PLEASE SEE "IMPORTANT INFORMATION" AT THE END OF THIS PRESS RELEASE.

Today, February 13, 2026, aXichem AB (publ) ("aXichem" or the "Company") publishes an information memorandum and initiates subscription period for the Company's issue of shares and warrants ("Units") with preferential rights for existing shareholders of approximately SEK 11 million before issue costs (the "Rights Issue") resolved on February 3, 2026, based on the authorization granted by the Annual General Meeting on June 18, 2025. The subscription period runs until February 27, 2026. Please note that some banks and nominees may have an earlier deadline for subscription in the Rights Issue. 

Terms and conditions for the Rights Issue

The Board of Directors of aXichem has resolved, based on the authorization granted by the Annual General Meeting as of June 18, 2025, to carry out the Rights Issue in accordance with the following main terms and conditions:

• The subscription price per Unit amounts to SEK 1.30, corresponding to SEK 1.30 per Class A share. The warrants will be issued free of charge. Upon subscription in the Rights Issue, the Company will receive approximately SEK 11 million before deduction of issue costs, which are expected to amount to a maximum of approximately SEK 1.8 million, of which approximately SEK 0.9 million consists of guarantee compensation provided that all guarantors choose to receive cash guarantee compensation.
• The Rights Issue consists of a maximum of 8,444,986 Units. Each Unit consists of one (1) Class A share and one (1) warrant of series TO2A.
• One (1) existing share entitles to one (1) unit right. Seven (7) unit rights entitle the holder to subscribe for one (1) unit.
• The subscription period for the Rights Issue runs from 13 February 2026 up to and including 27 February 2026.
• The Company has received subscription commitments from a number of existing shareholders totalling approximately SEK 2.3 million, corresponding to approximately 21 percent of the Rights Issue, and non-binding subscription intentions totalling approximately SEK 0.6 million, corresponding to approximately 6 percent of the Rights Issue. In addition, aXichem has entered into agreements on guarantee commitments totalling approximately SEK 8.0 million, corresponding to approximately 73 percent of the Rights Issue. The Rights Issue is thus subject to subscription undertakings, subscription intentions and guarantees totalling approximately SEK 11.0 million, corresponding to 100 percent of the issue proceeds.
• Complete terms and conditions for the Rights Issue and other information about the Company can be found in the information memorandum (the "Information Memorandum") which is available on the Company's website, www.axichem.com.

Terms and conditions for warrants of series TO2A

The warrants will be issued free of charge. One (1) warrant entitles the holder to subscribe for one (1) new Class A share in the Company, during the period from and including 7 September 2026 up to and including 18 September 2026. The subscription price for subscription of shares by virtue of the warrants shall be set at an amount corresponding to 70 percent of the Company's share's volume-weighted average price on Nasdaq First North during the period 31 August 2026 up to and including 4 September 2026, but not less than SEK 0.20 (corresponding to the quota value). The subscription price and the number of shares that each warrant entitles the holder to subscribe for shall be subject to customary recalculation terms in connection with a split or reverse share split, rights issue and similar events.

The warrants are intended to be admitted to trading on Nasdaq First North after final registration of the Rights Issue with the Swedish Companies Registration Office.

Preliminary timetable regarding the Rights Issue

13 February 2026                                Publication of the Information Memorandum

13 – 27 February 2026                        Subscription period

13 – 24 February 2026                        Trading in unit rights

13 February 2026 – Until the Rights Issue is registered with the Swedish Companies Registration Office – Trading in BTU

2 March 2026                                       Expected date for publication of the outcome of the Rights Issue

Financial advisors, legal advisors and issuing agents

Västra Hamnen Corporate Finance AB is acting as financial advisor and Advokatfirman Lindahl is acting as legal advisor to aXichem in connection with the Rights Issue. Nordic Issuing acts as issuing agent.

For more information:

Torsten Helsing,

VD, aXichem AB, phone: +46 706 86 33 55

E-post: torsten.helsing@axichem.com

or visit: www.axichem.com

The certified adviser for aXichem is Västra Hamnen Corporate Finance AB.

The information was submitted for publication, through the agency of the contact person set out above, on 13 February 2026 at 09:00 AM CET.

To aXichem 

aXichem develops, patents and markets natural analogue industrial chemicals, i.e. synthetically produced substances that have similar and comparable properties as natural substances. The Company's first product is phenylcapsaicin, which the Company commercializes under two brand names, aXiphen® and aXivite®, as an ingredient in animal feed and dietary supplements, respectively. The business is divided into three market areas with different applications for phenylcapsaicin: as an ingredient in poultry feed, such as chicken and turkey; as an ingredient in dietary supplements for gut health, weight management, and sports and exercise; as well as an ingredient in dietary supplements for bioavailability enhancement of curcumin and melatonin.

aXichem is listed on Nasdaq First North Growth Market. For more information, see www.axichem.com

Important information

The publication, publication or distribution of this press release may be restricted in certain jurisdictions. Recipients of this press release in the jurisdictions in which this press release has been published, published or distributed should inform themselves about and comply with such restrictions. This press release does not constitute an offer, or a solicitation of any offer, to acquire or subscribe for any securities in the Company in any jurisdiction.

This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 and Directive 2003/71/EC (together with the relevant implementations and delegated regulations, the "Prospectus Regulation") and no prospectus will be prepared in connection with the Offering. Invitations to the persons concerned to subscribe for units in the Company will only be made through the information document that the Company will publish prior to the subscription period.

The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act") or any other securities regulatory authority in any state or other jurisdiction of the United States, and may not be offered or sold in the United States (as defined in Regulation S under the Securities Act) except for the applicable exemption from:  or in a transaction not subject to, the registration requirements of the Securities Act and in accordance with applicable securities laws. Neither this document nor any information contained herein constitutes or forms part of an offer to sell or the solicitation of an offer to buy any securities in the United States. There will be no securities offered to the public in the United States.

In the United Kingdom, this press release is only directed at persons who are 'qualified investors' within the meaning of the UK Prospectus Regulation and who (i) have professional experience in matters relating to investments under Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"), or (ii) are persons falling within Article 49(2)(A) to (D) of the Order;  or (iii) to whom it may otherwise lawfully be communicated. For these purposes, the term 'UK Prospectus Regulation' means Regulation EU 2017/1129 which forms part of the domestic law of the United Kingdom in accordance with domestic law, the European (Withdrawal) Act 2018.

Within the European Economic Area ("EEA"), no offer of shares or other securities is being made to the public in any country other than Sweden. In other member states of the European Union ("EU"), such an offer can only be made in accordance with exemptions in the Prospectus Regulation.

This press release may contain certain forward-looking statements that reflect the Company's current view of future events and financial and operational developments. Words such as "intends", "estimates", "expects", "may", "plans", "estimates" and other expressions that imply indications or predictions regarding future developments or trends, and are not based on historical facts, constitute forward-looking statements. Forward-looking statements are by their nature subject to both known and unknown risks and uncertainties as they depend on future events and circumstances. Forward-looking statements do not constitute a guarantee of future results or development, and actual results may differ materially from those expressed in forward-looking statements.

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