Nyxoah Launches Stock Offering to Fund Deployment of its Genio System

An Offering Reserved for Qualified Investors

Nyxoah is proposing a public offering of ordinary shares in the United States, supplemented by a private offering to certain qualified or institutional investors outside the United States, including within the European Union. All shares are issued by the company itself; no selling shareholders are participating in the operation. Subscribers will have a 30-day option to purchase additional shares up to 15% of the number of shares sold. The offer remains subject to market conditions; no guarantee is given regarding its completion, timing, or final size.

Four Main Uses of the Funds

Nyxoah has outlined four main uses for the net proceeds of the operation. The company plans to strengthen its marketing activities in the United States, continue funding research and development for upgrades to the Genio system and redesign of its products for industrialization, as well as pursue cost reduction initiatives and explore collaborations in the monitoring and diagnosis of obstructive sleep apnea. It also aims to accelerate the commercialization of Genio in its initial target markets outside the United States, continue collecting clinical data, and support clinical research projects. The funds will finally cover other general needs, such as working capital, repayment of borrowings, capital expenditures, investments, potential acquisitions, and collaborations.

Framework and Timing of the Operation

BofA Securities acts as the lead bookrunner, supported by Bank Degroof Petercam as an additional bookrunner and B. Riley Securities as a co-manager. The public offering in the United States is based on a prior registration statement on Form F-3 filed with the SEC, which became effective on April 1, 2025. A supplement to the preliminary prospectus will be filed with the SEC, and the accompanying prospectus describing the final terms will be available on www.sec.gov.