ViroGates announces the publication of a Board Statement in relation to the Tender Offer from suPAR Remedy, LLC
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ViroGates announces the publication of a Board Statement in relation to the Tender Offer from suPAR Remedy, LLC

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR TO ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION

Company Announcement no. 13/2025 (October 15, 2025)

BIRKERØD, DENMARK—With reference to company announcement no. 11 of 8 October 2025 and company announcement no. 12 of 10 October 2025, ViroGates A/S (“ViroGates” or the “Company”), a medical technology company developing blood tests for measuring chronic inflammation at health clinics and hospitals, publishes a statement (the “Board Statement”) by the Board of Directors of ViroGates on the voluntary public tender offer made by suPAR Remedy, LLC (the “Offeror”) to the shareholders of ViroGates (the "Tender Offer").

As stated in the company announcement published on 8 October 2025, cf. Company Announcement No. 11 of 8 October 2025, the Board of Directors is supportive of the Tender Offer and the opportunity for interested shareholders to sell shares and realize liquidity. The Board Statement is issued by the Board of Directors for the purpose of providing the shareholders of the Company with its overall view on the Tender Offer and on the consequences of the Tender Offer for the Company and its shareholders.

The Board Statement, the Offer Document and other documents related to the Tender Offer are available on ViroGates’ website here.

For more information, please contact:

Jakob Knudsen
CEO, ViroGates A/S
[email protected]
+45 22 26 13 55

Questions pertaining specifically to the Offeror or the Tender Offer may be referred to:

Tayla Martin
[email protected]

Who will be answering questions on behalf of the Offeror.

Certified Advisor:
Västra Hamnen Corporate Finance
Per Lönn
Tel. (+46) 40 200 250, email: [email protected]

About ViroGates
ViroGates A/S is an international medical technology company that develops and markets blood tests to measure chronic inflammation in health clinics and improve hospital patient care. ViroGates markets its blood test products under the suPARnostic® brand.

The Company was founded in 2000. Headquartered in Denmark, ViroGates’ sales force covers Spain, France, and Benelux, while distributors serve other markets. ViroGates’ shares (ticker “VIRO”) are listed on Nasdaq First North Growth Market Denmark. For more information, please visit www.virogates.com.

About the Offeror
The Offeror is an investment vehicle formed for the purpose of holding shares in ViroGates. In October 2024, ViroGates and suPAR Health LLC signed an exclusive US distribution agreement for certain of ViroGates' proprietary products. Both suPAR Health LLC and the Offeror are wholly owned subsidiaries of Remedy Ventures 2, LLC, a venture studio and investment vehicle based in the United States managed by a team of seasoned United States healthcare entrepreneurs. Remedy Venture 2, LLC, is 100% owned by Matt Wiggins, who is also Managing Partner of the Offeror.
The products enable testing for soluble urokinase plasminogen activator receptor (suPAR), a biomarker for chronic inflammation. Since then, suPAR Health LLC has been actively exploring strategies to launch suPAR blood tests in the United States. The mission of suPAR Health LLC is to make suPAR a recognized biomarker across the United States, betting on widespread adoption through awareness campaigns targeted at clinicians and individuals alike. To achieve this, suPAR Health LLC is working to:

Comply with state-by-state regulations for diagnostic testing, while ensuring the highest standards of safety and effectiveness.
Expand market opportunities in the burgeoning field of chronic inflammation diagnostics, which is gaining traction as a key area of clinical and personal health management.

Disclaimers

This announcement does not constitute an offer or invitation to purchase any securities in ViroGates or a solicitation of an offer to buy any securities in ViroGates, pursuant to the voluntary Tender Offer by suPAR Remedy, LLC or otherwise. The Tender Offer is made solely by means of an offer document, which contains the full terms and conditions of the Tender Offer, including details of how the Tender Offer may be accepted.

Important information

This announcement is not directed at ViroGates shareholders whose participation in the Tender Offer would require issuance of an offer document, registration or any activities. The Tender Offer is not being made, and the shares will not be accepted for purchase from or on behalf of persons, in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities or other laws or regulations of such jurisdiction, including sanction laws, or would require any registration, approval or filing with any regulatory authority. Persons obtaining this announcement and/or into whose possession this announcement or any other document referring to the Tender Offer comes are required to take due note and observe all such restrictions and obtain any necessary authorizations, approvals or consents.

Neither ViroGates, the Offeror, any of their advisors nor the settlement bank accepts any liability for any violation by any person of any such restriction. Any person (including, without limitation custodians, nominees and trustees) who intends to forward this announcement or documents related to the Tender Offer to any jurisdiction outside Denmark should inform themselves of the laws of the relevant jurisdiction. The distribution of this announcement in jurisdictions other than Denmark may be restricted by law, and, therefore, persons who come into possession of this announcement should inform themselves about and observe such restrictions. Any failure to comply with any such restrictions may constitute a violation of the securities laws and regulations of any such jurisdiction.

Forward looking statements

This announcement contains certain statements about ViroGates and its business as well as the timing and procedures relating to the Tender Offer and potential amendments to the Tender Offer that are or may be forward-looking statements. Forward-looking statements are typically identified by the use of forward-looking terminology such as "believes", "expects", "may", "will", "could", "should", "intends", "estimates", "plans", "assumes" or "anticipates" or the negative thereof or other variations thereon or comparable terminology, or by discussions of strategy that involve risks and uncertainties. These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond ViroGates and the Offeror’s control and all of which are based on ViroGates and the Offeror’s current beliefs and expectations about future events. In addition, from time to time, ViroGates, the Offeror or their representatives have made or may make forward-looking statements orally or in writing. Such forward-looking statements may be included in, but are not limited to, press releases or oral statements made by or with the approval of ViroGates or the Offeror’s authorised executive officers. By their nature, forward-looking statements involve risks and uncertainties beyond ViroGates' and the Offeror's control because they relate to future events and circumstances. As a result, actual future results may differ materially from the plans, goals, and expectations set forth in these forward-looking statements. Any forward-looking statements made herein speak only as of the date they are made. ViroGates and the Offeror disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained in this announcement to reflect any change in ViroGates' and the Offeror's expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

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