Huddly AS - Launch of subsequent offering and registration of national prospectus

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

Oslo, 10 January 2024: Reference is made to the stock exchange announcement
published by Huddly AS ("Huddly" or the "Company", ticker: HDLY) on 21 November
2023 (the "Announcement") regarding the successful placement of 260,000,000 new
shares in the Company (the "Private Placement") and the contemplated subsequent
repair offering (the "Subsequent Offering") of up to 60,000,000 new shares in
the Company (the "Offer Shares").

The board of directors of the Company (the "Board") has today resolved to launch
the Subsequent Offering, comprising an offer of up to 60,000,000 Offer Shares in
the Company at a subscription price of NOK 0.50 per share (the "Subscription
Price"), raising gross proceeds of up to NOK 30,000,000.

Subject to timely registration of the Prospectus (as defined below), the
subscription period for the Subsequent Offering will commence on 15 January 2024
and expire on 24 January 2024 at 16:30 hours CET (the "Subscription Period").

The Subsequent Offering is, subject to applicable laws, directed toward
shareholders in the Company as of 21 November 2023, as registered in Euronext
Securities Oslo ("VPS"), on 23 November 2023 (the "Record Date"), who (i) were
not allocated shares in the Private Placement, (ii) do not have a pro rata share
of the Private Placement which is equal to or higher than the minimum order and
allocation in the Private Placement (0.90% of the shares outstanding in the
Company prior to the Private Placement), (iii) were not included in the
wall-crossing phase in the Private Placement, and (iv) are not resident in a
jurisdiction where such offering would be unlawful or, for jurisdictions other
than Norway, that would require any prospectus, filing, registration or similar
actions (the "Eligible Shareholders").

Eligible Shareholders will be granted non-tradeable subscription rights (the
"Subscription Rights") that, subject to applicable laws, give preferential right
to subscribe for, and be allocated Offer Shares at the Subscription Price in the
Subsequent Offering. Each Eligible Shareholders will be granted 1.280414
Subscription Rights for each existing share registered as held by such Eligible
Shareholder as per the Record Date, rounded down to the nearest whole number of
Subscription Rights. Each whole Subscription Right provides a preferential right
to subscribe for, and be allocated, one Offer Share at the Subscription Price.
Oversubscription by Eligible Shareholders will be permitted. 

The Subscription Rights must be used to subscribe for Offer Shares before the
expiry of the Subscription Period on 24 January 2024 at 16:30 hours (CET).
Subscription Rights that are not used to subscribe for Offer Shares before 16:30
hours (CET) on 24 January 2024 will have no value and will lapse without
compensation to the holder.

Subscriptions for Offer Shares must be made by submitting a correctly completed
subscription form ("Subscription Form") to the Manager during the Subscription
Period, or may, for subscribers who are residents of Norway with a Norwegian
personal identification number (Nw. fødselsnummer), be made online through VPS
online subscription system. The Subscription Form and further instructions
regarding the subscription procedure will be available in the Prospectus. 

The Company has entered into a subscription undertaking with Sonstad AS,
pursuant to which Sonstad AS has committed to subscribe for and acquire
10,000,000 Offer Shares, and with the opportunity to subscribe for and acquire
an additional 20,000,000 Offer Shares, subject to there being, and to the extent
there are, any available Offer Shares not having been subscribed for by Eligible
Shareholders (whether pursuant to allocated subscription rights or
oversubscription). Allocation of Offer Shares will thus be made in accordance
with the following allocation hierarchy; (i) first, to Eligible Shareholder on
the basis of Subscription Rights having been validly exercised during the
Subscription Period; (ii) second, to Eligible Shareholders having oversubscribed
for Offer Shares, where allocation will be made pro rata based on to the number
of exercised Subscription Rights; and (iii) third, to Sonstad AS pursuant to the
subscription undertaking. 

Notifications of allocated Offer Shares and the corresponding subscription
amount to be paid by each subscriber are expected to be distributed on or about
25 January 2024.

The due date for payment of the Offer Shares is on or about 29 January 2024. The
Offer Shares will, after registration of the share capital increase pertaining
to the Offer Shares in the Norwegian Register of Business Enterprises ("NRBE"),
expected on or about 2 February 2024, be registered in the VPS in book-entry
form and are expected to be delivered to the applicant's VPS account on or about
5 February 2024 subject to timely registration of the share capital increase
with the NRBE.  

Trading in the Offer Shares on Euronext Growth Oslo is expected to commence on
or about 5 February 2024, under the ticker code "HDLY".

The complete terms of the Subsequent Offering and subscription details have been
included in a national prospectus dated 10 January 2024 (the "Prospectus")
prepared by the Company, which will be submitted for registration with the NRBE
in accordance with section 7-8 of the Norwegian Securities Trading Act. Neither
the Financial Supervisory Authority of Norway nor any other public authority has
carried out any form of review, control, or approval of the Prospectus. The
Prospectus does not constitute an EEA prospectus. 

The Prospectus will be made available electronically at the following website:
www.paretosec.com/transactions prior to the commencement of the Subscription
Period. Subscriptions for Offer Shares can only be made on the basis of the
Prospectus. 

The completion of the Subsequent Offering remains subject to (i) the Board
resolving to increase the Company's share capital through issue of the Offer
Shares pursuant to an authorization granted to the Board by an extraordinary
general meeting of the Company held on 6 December 2023, (ii) duly made payments
of the Offer Shares by the subscribers, and (iii) registration of the share
capital increase pertaining to the Subsequent Offering with the NRBE, and (iv)
issuance and delivery of the Offer Shares to the subscribers in VPS.

The Company will make relevant announcements with respect to the commencement
and final day of the Subscription Period.

Advisors

Pareto Securities AS is acting as sole manager (the "Manager") in the Subsequent
Offering. 

Advokatfirmaet Simonsen Vogt Wiig AS is acting as legal counsel to the Company,
and Advokatfirmaet Schjødt AS is acting as legal counsel to the Manager.

Contacts

For more information, please contact:

Abhijit Saha Banik, CFO
Mobile: [phone]
E-mail: [e-mail]

Disclosure

This information is subject to the disclosure requirements pursuant to Section
5-12 of the Norwegian Securities Trading Act. This stock exchange announcement
was published by Abhijit Saha Banik, CFO of the Company, at the date and time
provided herein.

About Huddly AS

Disruptive innovation is our heartbeat at Huddly. We're committed to pushing
technology and challenging the status quo in order to empower human
collaboration. Combining our industry-leading expertise in artificial
intelligence, software, hardware, and UX, we craft intelligent camera systems
that enable inclusive and productive teamwork. Huddly cameras are designed to
provide high-quality, AI-powered video meetings on major platforms, including
Microsoft Teams, Zoom, and Google Meet. With upgradable software, durable
hardware, and engaging user experiences, they are the ideal choice for
organizations seeking a future-proof, scalable, and sustainable solution.
Founded in 2013, Huddly is headquartered in Oslo, Norway, with presence in the
US and EMEA and distribution globally.

Important notice
This announcement is not, and does not form a part of, any offer to sell, or a
solicitation of an offer to purchase, any securities of the Company. The
distribution of this announcement and other information may be restricted by law
in certain jurisdictions. Copies of this announcement are not being made and may
not be distributed or sent into any jurisdiction in which such distribution
would be unlawful or would require registration or other measures. Persons into
whose possession this announcement or such other information should come are
required to inform themselves about and to observe any such restrictions. 

The securities referred to in this announcement have not been and will not be
registered under the United States Securities Act of 1933, as amended (the "U.S.
Securities Act"), and accordingly may not be offered or sold in the United
States absent registration or an applicable exemption from the registration
requirements of the U.S. Securities Act and in accordance with applicable United
States' state securities laws. The Company does not intend to register any part
of the offering or their securities in the United States or to conduct a public
offering of securities in the United States. Any sale in the United States of
the securities mentioned in this announcement will be made solely to QIBs as
defined in Rule 144A under the U.S. Securities Act, pursuant to an exemption
from the registration requirements under the U.S. Securities Act, as well as to
"major U.S. institutional investors" as defined in Rule 15a-6 under the United
States Exchange Act of 1934. 

In any EEA Member State, this communication is only addressed to and is only
directed at qualified investors in that EEA Member State within the meaning 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, as amended, together
with any applicable implementing measures in any EEA Member State. 

In the United Kingdom, this communication is only being distributed to and is
only directed at persons that are (i) 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) high net worth entities,
and other persons to whom this announcement may lawfully be communicated,
falling within Article 49(2)(a) to (d) of the Order (all such persons together
being referred to as "relevant persons"). This communication must not be acted
on or relied on by persons who are not relevant persons. Any investment or
investment activity to which this communication relates is available only for
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. 

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 "believe", "expect", "anticipate",
"strategy", "intends", "estimate", "will", "may", "continue", "should" 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, the 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 the
Company's control. 

Actual events may differ significantly from any anticipated development due to a
number of factors, including without limitation, changes in investment levels
and need for the Company's services, changes in the general economic, political
and market conditions in the markets in which the Company operates, the
Company's ability to attract, retain and motivate qualified personnel, changes
in the Company's ability to engage in commercially acceptable acquisitions and
strategic investments, and changes in laws and regulation and the potential
impact of legal proceedings and actions. 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
forward-looking statements. The Company does not provide any guarantees that the
assumptions underlying the forward-looking statements in this announcement are
free from errors nor does it accept any responsibility for the future accuracy
of the opinions expressed in this announcement or any obligation to update or
revise the statements in this announcement to reflect subsequent events. You
should not place undue reliance on any forward-looking statements in this
announcement. 

The information, opinions and forward-looking statements contained in this
announcement speak only as at its date, and are subject to change without
notice. The Company does not undertake any obligation to review, update,
confirm, or to release publicly any revisions to any forward-looking statements
to reflect events that occur or circumstances that arise in relation to the
content of this announcement. Neither the Manager nor any of its affiliates make
any representation as to the accuracy or completeness of this announcement and
none of them accept any responsibility for the contents of this announcement or
any matters referred to herein. 

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 in the Company. Neither the Manager
nor any of its affiliates accept any liability arising from the use of this
announcement. 

This announcement is an advertisement and is not a prospectus for the purposes
of the Prospectus Regulation as amended together with any applicable
implementing measures in any EEA Member State, and repealing Directive
2003/71/EC, as amended, as implemented in any Member State.

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