Brighter’s Board of Directors proposes a rights issue of units of approximately SEK 117 million and procures a credit facility

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The Board of Directors of Brighter AB (publ) (“Brighter” or the “Company”) has today, subject to the shareholders' subsequent approval on the extraordinary general meeting on December 7, decided to carry out of an issue of units consisting of shares and warrants with preferential rights for existing shareholders of approximately SEK 117 million (the “Rights Issue”). The Rights Issue is covered to approximately 85 percent through subscription commitments and underwriting commitments. Notice to the extraordinary general meeting will be published in a separate press release. The Board has also procured a credit facility of SEK 80 million from Formue Nord Markedsneutral A/S, Modelio Equity AB, Munkekullen 5 förvaltning AB, and Gerhard Dal (the “Credit Facility”).

Summary

• The Board of Directors of Brighter has resolved to carry out the Rights Issue of units consisting of shares and warrants of series TO7 and TO8 which, when fully subscribed, initially can provide Brighter with approximately SEK 117 million before issue costs. The resolution is subject to approval from an extraordinary general meeting in the Company.
• In the event of full subscription and full exercise of all warrants of series TO7 in conjunction with offered units, the Company may be provided with an additional maximum of approximately SEK 146 million.
• In the event of full subscription and full exercise of all warrants of series TO8 in conjunction with offered units, the Company may be provided with an additional maximum of approximately SEK 88 million.
• The Rights Issue is covered to approximately 85 percent through subscription commitments and underwriting commitments.
• All existing shareholders will receive one (1) unit right for each one (1) share owned on the record date, January 5, 2022. Two (2) unit rights give the right to subscribe for one (1) unit. One (1) unit consists of two (2) newly issued shares, two (2) warrants of series TO7 and one (1) warrant of series TO8. The subscription price per unit is SEK 0.60, corresponding to SEK 0.30 per share (the warrants are issued free of charge).
• The subscription period for the Rights Issue will run from January 10, 2022, to January 24, 2022.
• The Rights Issue is carried out in order to be able to produce, continuously develop, sell and market Brighters’ products to partners and consumers on a long term and large-scale basis.
• The Company has procured a credit facility of SEK 80 million which includes a refinancing of an older loan of SEK 25 million plus interest. The Company can decide to utilize parts of or the whole Credit Facility. The part of the Credit Facility the Company chooses to utilize runs with market terms of 1.25 percent interest per started 30-day period.

Background and rationale in summary

The Company's mission is to improve the lives of people with diabetes worldwide, and from the outset, our ambitions have been high. Ever since Brighter was founded, the Company's primary focus has been on developing Actiste®, a competitive internet connected multi-function medtech device that measures blood glucose levels, injects insulin and generates valuable information for users.

During 2021, Brighter's board and management have evaluated the need for resources and likely costs to achieve the goals that the Company had established at an earlier stage, where the main focus has been the global commercialization of Actiste®. The outcome of this analysis clearly indicates that the Company needs to adjust its objectives and to strengthen liquidity in order to achieve long term success in the market.

Thus far, the costs of initiating the commercialization of Actiste® and supporting Brighter’s subsidiaries, including the working capital of Nectarine Health and Camanio, have contributed to a high-cost structure in 2020 and 2021. The Board therefore decided, in October this year, to prioritize the sale of subsidiaries and our investment in Accumbo over alternative financing options. This will make Brighter more streamlined, while at the same time slimming down the organization, reducing the cost base and improving liquidity. The Company had expected that the divestment of the subsidiaries would be realized at the beginning of Q4, but this has taken longer than anticipated. Discussions with interested parties are still ongoing. During Q4, another cost saving program was rolled out with the aim of reducing the Company's burn rate by approximately 50 percent per Q1 2022 (including potential sales of the subsidiaries). The program includes both organizational changes with a focus on efficiency and re-prioritization that entails concrete cost savings.

At our Capital Markets Day in September 2021, we provided updated information on the status of our various geographical focus markets. The main reason for delays in our commercialization plans is, as previously communicated, the extensive, time-consuming, and complex processes required for medical devices to be approved in each market (e.g., agreements for telecoms, local data storage rules and trade licenses). The time required for such processes is impossible to influence as it is outside the Company's control. In addition, the pandemic has severely limited our opportunities to carry out both user tests and sales activities in Southeast Asia.

Our evaluation of Brighter’s operations has underpinned our conviction in the value of developing upon the Company's concept, The Benefit Loop. The vision is to support innovative, data-driven, and mobile healthcare services that improve the information flow of relevant and reliable data with the aim of improving the quality of life for users of the Company's services. According to the World Health Organization, only half of people diagnosed with chronic diseases actually follow their caregiver's recommendations. We believe that more precise information and improved accessibility will foster more insightful decisions, which in turn can lead to increased security and an improved quality of life for patients. Through further development of The Benefit Loop, the ambition is also to give caregivers access to a deeper, patient-centered body of information that makes it easier to understand and tailor treatment to help influence the individual risk and change care plans and training where needed.

In summary: Through our vision of offering both patients and caregivers faster access to more accurate and individualized insights, and providing medical data for research, Brighter aims to contribute to more efficient and tailored care for the individual and to reduce the overall cost of care. The ambition is to capitalize to an even greater extent on the Company's product and service portfolio and accelerate establishment in the market.

In Qatar, we now have all the necessary market approvals, and our focus is now on rolling out Actiste® in collaboration with hospitals and healthcare facilities. We will use our experiences here to evaluate and validate our routines to pave the way for larger volumes in Qatar and to streamline our go-to-market routines to reach more markets, customers and partners.

Brighter has also come a long way with market approvals in the United Arab Emirates, where the Company has signed commercial cooperation agreements with Diapoint, AlZahra and Prime Healthcare Group. In Southeast Asia, before sales can begin, the Company must engage an authorized representative who will handle the medical device approval process. Brighter is in advanced negotiations with a suitable company. Additionally, Brighter has reached an agreement with Padjadjaran University and will work with it and two hospitals to commence live user tests with Actiste® Mini in the country. Brighter has also signed a reseller agreement with Medico, the leading provider of cloud-based healthcare systems in Indonesia. Brighter has also, as previously communicated, ongoing discussions with potential distributors in Africa, which is considered a significant market for Brighter’s services.

Although there is a strong focus on the divestment of the subsidiaries Nectarine and Camanio as well as the ongoing cost saving program, the Company needs capital for its ongoing commercialization activities, already underway in Qatar. The Company also needs financing to carry out the processes to validate the Company's current digital solutions as well as continued development of innovative business models recommended by the board and further development of solutions for data analytics.

The proceeds of the rights issue, as well as the exercise of warrants T07 and T08, shall primarily be used for:

Expansion
Commercialization
Further development of data analytics solutions
Development of new innovative business models

Comment from the CEO

Healthcare has been plagued by major challenges for a long time. This is nothing new. As I see it, powerful measures will be required in the future to streamline healthcare, but also new creative digital solutions that facilitate information, prioritize needs and allocate resources based on self-care, virtual care and physical care. This is where Brighter comes in. While our vision is to enrich the lives of the many people living with chronic diseases, we also want to contribute to more efficient and cost-effective healthcare.

As CEO, I feel both expectant and positive about the future. I have great faith in the platform we stand on, but also in the ability and competence among all our fantastic employees. Our main focus will be the continued commercialization of Actiste, where we in 2021 have taken the first important steps into the market. We will also continue to develop our digital solutions, and thus try to take a larger place in patients' ecosystems. Through more precise information and proactive treatment, we can not only become more relevant to the patient, but we can also become a more valuable partner in healthcare. Then we can start to make a real difference.

-Erik Lissner, CEO of Brighter

Terms for the Rights Issue

The Board of Directors of Brighter has resolved on the Rights Issue, subject to the subsequent approval from an extraordinary general meeting the December 7, 2021, in accordance with the following main terms:

• All existing shareholders will receive one (1) unit right for each (1) share owned on the record date, January 5, 2022, and two (2) unit rights give the right to subscribe for one (1) unit. One (1) unit consists of two (2) newly issued shares, two (2) warrants of series TO7, and one (1) warrant of series TO8. The subscription price per unit is SEK 0.60, corresponding to SEK 0.30 per share (the warrants are issued free of charge).
• The Rights Issue entails an issue of a maximum of 195,155,674 units, corresponding to 390,311,348 shares, 390,311,348 warrants of series TO7, and 195,155,674 warrants of series TO8.
• Upon full subscription in the Rights Issue, the Company receives approximately SEK 117 million before issue costs.
• The subscription period for subscription of units will run from January 10, 2022, to January 24, 2022.
• Through the Rights Issue, the share capital may increase by a maximum of SEK 19,515,567.40, from SEK 19,515,567.40 to SEK 39,031,134.80. Upon full exercise of the warrants of series TO7 covered by the Rights Issue, the share capital may increase by an additional SEK 19,515,567.40 to SEK 58,546,702.20. Upon full exercise of the warrants of series TO8 covered by the Rights Issue, the share capital may increase by an additional SEK 9,757,783.70 to SEK 68,304,485.90.
• The existing shareholders in the Company who do not subscribe for units in the Rights Issue will be subject to dilution. A fully subscribed Rights issue entails a dilution corresponding to 50.0 percent. The maximum increase in the number of shares in the Company as a result of full subscription of the Rights Issue and full exercise of attached warrants of series TO7 may entail a further dilution of approximately 33.33 percent, and full exercise of attached warrants of series TO8 may entail a further dilution of approximately 14.29 percent.
• The exercise period for subscription of shares with the support of the warrants of series TO7 will run from June 1, 2022, to June 15, 2022.
• The exercise period for subscription of shares with the support of the warrants of series TO8 will run from May 22, 2023, to June 2, 2023.
• The subscription price for subscription of shares with the support of warrants of series TO7 corresponds to 70 percent of the volume-weighted average price paid for the Company’s shares on Nasdaq First North Premier Growth Market during the period from May 16, 2022, to May 30, 2022, but not less than SEK 0.05 (the share’s quota value) and not more than SEK 0.38.
• The subscription price for subscription of shares with the support of warrants of series TO8 corresponds to 70 percent of the volume-weighted average price paid for the Company’s shares on Nasdaq First North Premier Growth Market during the period from May 4, 2023, to May 17, 2023, but not less than SEK 0.05 (the share’s quota value) and not more than SEK 0.45.
• In the event of full subscription and full exercise of all warrants of series TO7 in conjunction with offered units, the Company may be provided with an additional maximum of approximately SEK 146 million.
• In the event of full subscription and full exercise of all warrants of series TO8 in conjunction with offered units, the Company may be provided with an additional maximum of approximately SEK 88 million.
• The warrants of series TO7 and TO8 are intended to be admitted to trading on the Nasdaq First North Premier Growth Market after final registration with the Swedish Companies Registration Office.

Subscription commitments and underwriting commitments

The Rights Issue is covered to approximately 85 percent through subscription commitments and underwriting commitments. The subscription commitments and underwriting commitments are not secured through bank guarantees, pledge or similar arrangements. Subscription commitments have been made by a number of existing shareholders in the Company as well as management. The underwriting commitments have been provided by both internal and external investors. For the underwriting commitments, an underwriting commission of ten (10) percent of the guaranteed amount in cash compensation or fourteen (14) percent of the guaranteed amount in the form of shares is paid. The subscription price for any shares issued to underwriters shall correspond to the subscription price in the issue. No compensation is paid for the subscription commitments.

Prospectus

An EU growth prospectus and application form will be available before the beginning of the

subscription period on the Company's website, www.brighter.se.

Timetable

Advisers

Mangold Fondkommission AB is the financial advisor to Brighter in connection with the Rights Issue. Synch Advokat AB is the legal advisor to the Company in connection with the Rights Issue.

Contacts

Brighter Investor Relations

Mail: ir@brighter.se

+46 8 684 211 10

Certified Adviser

Brighter’s Certified Adviser is Eminova Fondkommission AB

+46 (0)8 - 684 211 10

adviser@eminova.se

www.eminova.se

About Brighter AB (publ)

Brighter is a health-tech company from Sweden with a vision of a world where managing chronic diseases is no longer a struggle. We believe a data-centric approach is key to provide smarter care for chronic conditions. Our daily-care solutions are designed with a vision to facilitate the flow of real-life treatment data between chronic-disease patients, their loved ones and their care providers - aiming to improve quality of life, easing the burden on healthcare systems, and opening new opportunities for data-driven research.

This information is information that Brighter AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out above, on 4 November 2021 at 01:40 CET.

Important Information

Release, announcement or distribution of this press release may, in certain jurisdictions, be subject to restrictions according to law and people in those jurisdictions, in which this press release has been announced or distributed, should inform themselves of and follow such legal restrictions. This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in Brighter in any jurisdiction. Invitation to the persons concerned to participate in the Rights Issue will only take place through the EU growth prospectus which the Company intends to publish in connection with the Rights Issue. This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the US Securities Act of 1933, as amended. The information in this press release may not be announced, published or distributed in or into the United Kingdom, the United States, Canada, Japan, Australia, Hong Kong, New Zealand, Switzerland, South Africa or in any other jurisdiction where the announcement, publication or distribution of the information would not comply with applicable laws and regulations. Within the European Economic Area, no offer is made to the public of securities in any country other than Sweden. In other Member States of the European Union, such an offer may only be made in accordance with the exceptions in the Prospectus Regulation (EU) 2017/1129. This press release contains certain forward-looking information that reflects the Company’s present view of future events as well as financial and operational development. Words such as “intend”, “assess”, “expect”, “may”, “plan”, “believe”, “estimate” and other expressions entailing indications or predictions of future development or trends, not based on historical facts, constitute forward-looking information. Forward-looking information is inherently associated with both known and unknown risks and uncertainties as it depends on future events and circumstances. Forward-looking information is not a guarantee of future results or development and actual outcomes may differ materially from the statements set forth in the forward-looking information.