NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY
OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL THIS
ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED
HEREIN.

Oslo, 25 October 2023

Reference is made to the stock exchange notice published by Nykode Therapeutics
ASA ("Nykode" or the "Company", ticker code "NYKD") related to the contemplated
private placement of new shares in the Company (the "Private Placement").

The Company is pleased to announce that the Private Placement has been
successfully placed, raising approximately NOK 505 million in gross proceeds
through the allocation of 29,549,400 new shares (the "Offer Shares") at a
subscription price of NOK 17.10 per share. 

The Private Placement and the issuance of the Offer Shares were resolved by the
Company's Board of Directors (the "Board") at a board meeting held on 24 October
2023, based on the authorisation granted to the Board at the Company's Annual
General Meeting held on 11 May 2023.

The Company intends to use the net proceeds from the private placement to: (i)
Advance clinical studies of VB10.16, including in adjuvant setting
(post-surgery, recurrence prevention), (ii) Continue pipeline expansion through
internal and partnered programs, (iii) Accelerate research activities to further
improve Nykode's technology platform and expand therapeutic scope including into
autoimmune indications, and (iv) progress CMC activities. The balance will be
used for other general corporate purposes, including general and administrative
expenses and working capital.

The Company, the members of the Board and the executive management have agreed
to a lock-up period of 180 days from the completion of the Private Placement,
subject to customary exceptions.

The Private Placement was multiple times oversubscribed and saw significant
international investor participation. The existing shareholders represented on
the Board of directors of the company that had indicated an interest to
subscribe for Offer Shares of up to NOK 330 million in aggregate at launch did
not participate in the Private Placement in order to allow new international
investors to participate.

The Offer Shares will be settled through a delivery versus payment transaction
on a regular T+2 basis with existing and unencumbered shares in the Company that
are already listed on the Oslo Stock Exchange pursuant to a share lending
arrangement between the Company, ABG Sundal Collier ASA (on behalf of the
Managers (as defined below)), Datum AS and Datum Opportunity AS. The Offer
Shares delivered to the investors will thus be tradable from notification of
allocation. ABG Sundal Collier ASA will, on behalf of the Managers, settle the
share loan with new shares in the Company to be issued pursuant to the
resolution of the Board referred to above. 

The Board has considered the structure of the offering of new shares in light of
the equal treatment obligations under the Norwegian Public Limited Liability
Companies Act, the rules of equal treatment set out in the continuing
obligations for companies admitted to trading on the Oslo Stock Exchange and the
guidelines on the rules of equal treatment, and is of the opinion that the
Private Placement is in compliance with these requirements. The Board is of the
view that it is in the common interest of the Company and its shareholders to
raise equity through a private placement, in view of the current market
conditions. The Private Placement enabled to reduce execution and completion
risk, which allowed for the Company to raise capital more quickly, raise capital
at a lower discount compared to a rights issue, without the underwriting
commissions normally seen with rights offerings and strengthen its shareholder
base with international investors, ahead of an envisaged future U.S. listing.
Further, the number of Offer Shares to be issued in connection with the
contemplated Private Placement implies a limited dilution of existing
shareholders. Completion of the Private Placement implies a deviation from the
existing shareholders' pre-emptive rights to subscribe for and be allocated new
shares. The Board has carefully considered such deviation and has resolved that
the Private Placement is in the best interests of the Company and its
shareholders. 

The Company intends to conduct a subsequent repair offering of new shares with
gross proceeds of up to NOK 85,500,000, which is equivalent of up to 5,000,000
new shares, at a price of NOK 17.10 per share, being the same price as in the
Private Placement (the "Subsequent Offering"), directed towards shareholders in
the Company as of 24 October 2023, as registered in VPS on 26 October 2023, who
(i) were not allocated Offer Shares in the Private Placement, and (ii) are not
resident in a jurisdiction where such offering would be unlawful, or would (in
jurisdictions other than Norway) require any prospectus filing, registration or
similar action.

The launch of the Subsequent Offering will be contingent on, inter alia,
approval by an extraordinary general meeting of the Company and publication of a
prospectus. 

The Company reserves the right to cancel the Subsequent Offering to the extent
the share price development and trading volumes following the Private Placement
implies that eligible shareholders have had the opportunity to limit the
dilutive effect of the Private Placement by acquiring shares in the open market
at price levels at or below the Offer Price.

Following registration of the new share capital pertaining to the Offer Shares
in the Private Placement with the Norwegian Register of Business Enterprises,
which is expected to take place on or about 30 October 2023, the Company will
have an issued share capital of NOK 3,250,437.09, divided into 325,043,709
shares, each with a par value of NOK 0.01.

J.P. Morgan SE, ("J.P. Morgan"), Jefferies GmbH ("Jefferies") and Van Lanschot
Kempen N.V. ("Van Lanschot Kempen") have acted as Joint Global Coordinators and
Joint Lead Bookrunners, with ABG Sundal Collier ASA (together with the Joint
Global Coordinators, the "Managers") having acted as Joint Bookrunner for the
Private Placement. 

For further information, please contact:

Harald Gurvin, CFO
Tel: +47 975 20 363, Email: hgurvin@nykode.com 



This announcement contains inside information pursuant to the EU Market Abuse
Regulation (MAR) and is subject to the disclosure requirements pursuant to MAR
article 17 and section 5-12 the Norwegian Securities Trading Act. This stock
exchange announcement was published by Harald Gurvin, Chief Financial Officer on
25 October 2023 at 01.50 CEST.

IMPORTANT NOTICE
This announcement is not for publication or distribution in, directly or
indirectly, Australia, Canada, Japan, Hong Kong, South Africa or the United
States or any other jurisdiction in which such release, publication or
distribution would be unlawful, and it does not constitute an offer or
invitation to subscribe for or purchase any securities in such countries or in
any other jurisdiction where to do so might constitute a violation of the local
securities laws or regulations of such jurisdiction.

The Offer Shares have not been and will not be registered under the U.S.
Securities Act of 1933, as amended (the "U.S. Securities Act") or with any
securities regulatory authority of any state or other jurisdiction of the United
States and may not be offered, sold or transferred, directly or indirectly, in
or into the United States except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the U.S. Securities
Act and in compliance with any applicable securities laws of any state or other
jurisdiction of the United States. The Offer Shares are being offered and sold
(i) inside the United States to persons reasonably believe to be "qualified
institutional buyers" as defined in Rule 144A of the U.S. Securities Act and
(ii) outside the United States in accordance with Regulation S under the U.S.
Securities Act.

In any EEA Member State, this announcement is only addressed to and is only
directed at qualified investors in that Member State within the meaning of
Article 2(e) of the Prospectus Regulation, i.e., only to investors who can
receive the offer without an approved prospectus in such EEA Member State. The
expression "Prospectus Regulation" means Regulation (EU) 2017/1129 (together
with any applicable implementing measures in any Member State).

In the United Kingdom, this announcement is only addressed to and is only
directed at persons who are qualified investors who are "qualified investors"
within the meaning of Article 2(e) of the UK version of Regulation (EU)
2017/1129 as it forms part of UK law by virtue of the European Union
(Withdrawal) Act 2018 and who (i) are investment professionals falling within
Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons falling
within Article 49(2)(a) to (d) of the Order (high net worth companies,
unincorporated associations, etc.) (all such persons together being referred to
as "Relevant Persons"). These materials are directed only at Relevant Persons
and must not be acted on or relied on by persons who are not Relevant Persons.
Any investment or investment activity to which this announcement relates is
available only to Relevant Persons and will be engaged in only with Relevant
Persons. Persons distributing this communication must satisfy themselves that it
is lawful to do so.

The Managers are acting exclusively for the Company in connection with the
Private Placement and no one else and will not be responsible to anyone other
than the Company for providing the protections afforded to their respective
clients or for providing advice in relation to the Private Placement or any
transaction or arrangement referred to in this announcement.

Matters discussed in this announcement may constitute forward-looking
statements. Forward-looking statements are statements that are not historical
facts and may be identified by words such as "anticipate", "believe",
"continue", "estimate", "expect", "intends", "may", "should", "will" and similar
expressions. The forward-looking statements in this release are based upon
various assumptions, many of which are based, in turn, upon further assumptions.
Although the Company believes that these assumptions were reasonable when made,
these assumptions are inherently subject to significant known and unknown risks,
uncertainties, contingencies and other important factors which are difficult or
impossible to predict and are beyond its control. Such risks, uncertainties,
contingencies and other important factors could cause actual events to differ
materially from the expectations expressed or implied in this release by such
forward-looking statements. The information, opinions and forward-looking
statements contained in this announcement speak only as at its date and are
subject to change without notice. This announcement is made by and is the
responsibility of, the Company. Neither the Managers nor any of their respective
affiliates makes any representation as to the accuracy or completeness of this
announcement and none of them accepts any responsibility for the contents of
this announcement or any matters referred to herein and each of them expressly
disclaims any obligation or undertaking to update, review or revise any
forward-looking statement contained in this announcement whether as a result of
new information, future developments or otherwise.

This announcement is for information purposes only and is not to be relied upon
in substitution for the exercise of independent judgment. It is not intended as
investment advice and under no circumstances is it to be used or considered as
an offer to sell, or a solicitation of an offer to buy any securities or a
recommendation to buy or sell any securities of the Company. Neither the
Managers nor any of their respective affiliates accepts any liability arising
from the use of this announcement.