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This announcement is not a prospectus and does not constitute an offer to sell or the solicitation of an offer to purchase the securities described herein, nor shall there be any sale of the securities referred to herein in or into any jurisdiction where such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Neither this communication nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. Any offer to acquire shares pursuant to the Offering (as defined below) will be made, and any investor should make its investment decision solely on the basis of, publicly available information.

THEON Announces the Conclusion of the Rump Placement

Bloomberg (THEON:NA) / Reuters (THEON.AS)

Announcement of results of the Rump Placement

  • All of the 102,587 Rump Shares were sold to investors in the Rump Placement
  • Therefore, the entire amount of 8,624,645 New Shares offered in the context of the Offering has been subscribed for by investors
  • Issuance of the New Shares: 18 December 2025
  • Listing of the New Shares: 18 December 2025

16 December 2025 – Theon International PLC (the “Company”, “Group” or “THEON”) announces the conclusion of the rump placement (the “Rump Placement”) in the context of THEON’s issuance of 8,624,645 new ordinary shares (the “New Shares”) (the “Rights Offering, and together with the Rump Placement, the “Offering”). All of the remaining 102,587 New Shares which were not subscribed for or for which subscription failed during the subscription period (the “Rump Shares”) were sold to investors in the Rump Placement.

Taking into account that during the subscription period 8,522,058 New Shares had been subscribed, with all of the 102,587 Rump Shares being sold in the Rump Placement, the entire amount of 8,624,645 New Shares offered in the context of the Offering has been subscribed for by investors.

The Rump Shares placed at a price of €29.20 per Rump Share. The proceeds of the Rump Placing will be paid to the Company.

As previously communicated by the Company on 1 December 2025, and subject to satisfaction or waiver of certain conditions, the Offering was underwritten by certain investment banks.

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This publication is not for publication or distribution or release, directly or indirectly, in or into the United States of America (including its territories and possessions, any state of the United States and the District of Columbia), Canada, Australia, South Africa, Japan or any other jurisdiction where such an announcement would be unlawful. The distribution of this publication may be restricted by law in certain jurisdictions and persons into whose possession this document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. No action has been taken that would permit an offering of the treasury shares or possession or distribution of this publication in any jurisdiction where action for that purpose is required.

This publication does not constitute or form part of an offer for sale or solicitation of an offer to purchase or subscribe for securities in the United States, Canada, Australia, South Africa, Japan or any other jurisdiction and the securities referred to herein have not been registered under the securities laws of any such jurisdiction. Neither the New Shares nor the Rights have not been and will …

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