31

Financial Statements

Photocure ASA

STATEMENT OF PROFIT AND LOSS AND COMPREHENSIVE INCOME

STATEMENT OF FINANCIAL POSITION as of 31 December

STATEMENT OF CASH FLOWS

STATEMENT OF CHANGES IN EQUITY

32

Annual Report Photocure – Results 2025

STATEMENT OF PROFIT OR LOSS AND COMPREHENSIVE INCOME

Parent

Group

2025

2024

Amounts in NOK 1 000

Notes

2025

2024

324 057

300 033

Revenues from contract with customers

1, 2, 3

532 580

491 675

-

33 713

Signing fees and milestone revenues

1, 2, 3

-

33 713

324 057

333 746

Total revenues

532 580

525 387

-40 169

-29 297

Cost of goods sold

4

-41 993

-30 716

283 887

304 449

Gross profit

490 587

494 671

582

531

Other income

-

-

-16 448

-16 223

Indirect manufacturing expenses

5

-16 448

-16 223

-402

-3 631

Research and development expenses

5

-402

-3 631

-210 216

-203 671

Marketing and sales expenses

5

-363 699

-354 928

-85 583

-74 475

Other operating expenses

5, 6, 7, 8

-110 781

-99 490

-312 067

-297 469

Total other income and expenses

-491 330

-474 272

-28 180

6 980

Operating profit/loss(-)

-743

20 399

17 184

67 159

Financial income

9, 10

17 655

24 927

-81 688

-38 846

Financial expenses

9, 10

-33 602

-36 937

-64 503

28 313

Net financial profit/loss(-)

-15 947

-12 010

-92 683

35 294

Profit/loss(-) before tax

-16 690

8 390

16 672

-10 406

Income tax

11

15 173

-11 729

-76 011

24 888

Net profit/loss(-)

-1 517

-3 340

Currency translation

-5 075

5 239

Total other comprehensive income items

that may be reclassified to profit & loss

-5 075

5 239

Comprehensive income

-6 592

1 899

Earnings per share (Amounts in NOK):

12

Basic

-0.06

-0.19

Diluted

-0.06

-0.19

33

STATEMENT OF FINANCIAL POS ITION as of 31 December – ASSETS

Parent

Group

2025

2024

Amounts in NOK 1 000

Notes

2025

2024

ASSETS

79 193

95 865

Customer relations

13

79 193

95 865

144 000

144 000

Goodwill

13

144 000

144 000

21 225

10 158

Property, plant, equipment, intangibles and other assets

14

42 201

36 173

345 314

393 841

Loan to group company

10, 11

-

-

30 274

26 626

Shares in subsidiaries

15

-

-

55 874

39 070

Deferred tax asset

11

55 874

39 070

675 879

709 560

Total non-current assets

321 267

315 107

41 362

36 494

Inventories

16

44 373

39 536

74 188

56 182

Accounts receivable

17, 19

74 919

66 856

11 851

11 767

Other receivables

17, 19

27 116

23 737

211 475

259 400

Cash and short term deposits

18, 20

238 894

293 852

338 876

363 843

Total current assets

385 303

423 981

1 014 756

1 073 403

Total assets

706 570

739 088

34

Annual Report Photocure – Results 2025

STATEMENT OF FINANCIAL POSITION as of 31 December – EQUITY AND LIABILITIES

Parent

Group

2025

2024

Amounts in NOK 1 000

Notes

2025

2024

EQUITY AND LIABILITIES

13 560

13 560

Share capital

21

13 560

13 560

496 081

477 542

Other paid-in capital

496 081

477 542

236 607

342 051

Retained earnings

-25 410

10 614

746 248

833 152

Total equity

484 231

501 716

100 083

117 126

Earnout liability

22

100 083

117 126

2 342

1 994

Pension liabilities

8

6 454

5 722

2 005

4 577

Lease liabilities

22

4 894

10 660

104 430

123 696

Total non-current liabilities

111 431

133 507

115 654

72 164

Accounts payable

17, 23

29 997

19 443

2 318

2 424

Employee withholding taxes, social security tax and VAT

2 411

2 594

12 551

12 267

Short term part non-current liabilities

22

15 360

15 784

33 555

29 700

Other current liabilities

17, 23

63 139

66 045

164 078

116 554

Total current liabilities

110 908

103 865

268 508

240 250

Total liabilities

222 339

237 372

1 014 756

1 073 403

Total equity and liabilities

706 570

739 088

Dylan Hallerberg Chairperson

Neal Shore Director

Dan Schneider President and CEO

Ghizlane Tagmouti Director

Oslo, 9 April 2026 Photocure ASA

35

STATEMENT OF CASH FLOWS

Parent

Group

2025

2024

Amounts in NOK 1 000

Notes

2025

2024

-92 683

35 292

Profit/loss (-) before tax

-16 690

8 390

20 757

20 931

Ordinary depreciation & amortisation

13, 14

29 472

28 798

15 271

13 040

Share-based payments expense

6

18 789

16 970

348

293

Pension costs

8

732

1 400

-10 706

-11 739

Interest income

9

-12 230

-12 868

24 514

27 616

Interest expenses

9

24 879

28 073

48 480

-43 361

Unrealized currency (gain)/loss loan subsidiary

9

-

-

2 106

-65

Unrealized currency (gain)/loss other

128

-65

-2 647

-799

Other items

-3 238

4 399

Changes in

-4 868

-2 083

- inventories

-4 837

-2 346

-24 611

-16 079

- trade and other receivables

-11 443

-14 856

49 891

57 620

- trade and other payables

10 372

-218

4 135

-20 010

- provisons and other accruals

-2 634

20 396

-131

-

Tax paid

11

-1 631

-1 323

29 856

60 656

Net cash flow from operating activities

31 668

76 750

10 706

11 739

Interest received

12 230

12 868

-9 562

Loan to subsidiary

10

-

-

-15 151

-1 673

Investments in tangible and intangible assets

14

-21 688

-11 446

-4 445

504

Net cash flow from investing activities

-9 458

1 422

-2 556

-2 556

Lease offices and company cars

14, 22

6 232

-5 945

-29 681

-

Buy back own shares

-29 681

-

-517

-323

Interest paid financial loans

-673

-742

-40 581

-37 135

Earnout liability

22

-40 581

-37 135

-73 335

-40 014

Net cash flow from financing activities

-77 167

-43 822

-47 924

21 146

Net change in cash during the year

-54 957

34 350

259 400

238 252

Cash and cash equivalents as of 01 January

293 852

259 504

211 477

259 400

Cash and cash equivalents as of 31 December

238 894

293 852

36

Annual Report Photocure – Results 2025

STATEMENT OF CHANGES IN EQUITY - Parent Company

Parent company

(Amounts in NOK 1 000)

Issued capital

Treasury shares

Other paid-in equity

Translation reserve

Retained earnings

Total equity

Equity as of 31 December 2023

13 560

-301

460 874

-

317 160

791 294

Comprehensive income:

Net profit for the year

24 888

24 888

Adjustment previous year

423

423

Other comprehensive income that may be reclassified to p&l

-

Total comprehensive income

-

-

-

-

24 888

24 888

Transaction with owners:

Capital increase

-

Sale own shares

-

Buy back own shares

-

Employees' options

16 970

16 970

Total transaction with owners

-

-

16 970

-

-

16 970

Equity as of 31 December 2024

13 560

-301

477 844

-

342 048

833 152

Comprehensive income:

Net profit for the year

-76 011

-76 011

Adjustment previous year

-

Other comprehensive income that may be reclassified to p&l

-

Total comprehensive income

-

-

-

-

-76 011

-76 011

Transaction with owners:

Capital increase

-

Sale own shares

-

Buy back own shares

-250

-29 431

-29 681

Employees' options

18 789

18 789

Total transaction with owners

-

-250

-10 642

-

-

-10 892

Equity as of 31 December 2025

13 560

-551

467 201

-

266 037

746 248

37

STATEMENT OF CHANGES IN EQUITY - Group

Group

(Amounts in NOK 1 000)

Issued capital

Treasury shares

Other paid-in equity

Translation reserve

Retained earnings

Total equity

Equity as of 31 December 2023

13 560

-300

460 873

-903

9 617

482 848

Comprehensive income:

Net profit for the year

-3 340

-3 340

Other comprehensive income that may be reclassified to p&l

5 239

5 239

Total comprehensive income

-

-

-

5 239

-3 340

1 899

Transaction with owners:

Capital increase

-

Sale own shares

-

Buy back own shares

-

Employees' options

16 970

16 970

Total transaction with owners

-

-

16 970

-

-

16 970

Equity as of 31 December 2024

13 560

-300

477 843

4 336

6 277

501 716

Comprehensive income:

Net profit for the year

-1 517

-1 517

Other comprehensive income that may be reclassified to p&l

-5 075

-5 075

Total comprehensive income

-

-

-

-5 075

-1 517

-6 592

Transaction with owners:

Capital increase

-

Sale own shares

-

Buy back own shares

-250

-29 431

-29 681

Employees' options

-

18 789

18 789

Total transaction with owners

-

-250

-10 642

-

-

-10 892

Equity as of 31 December 2025

13 560

-550

467 201

-739

4 760

484 231

38

Annual Report Photocure – Results 2025

Accounting principles 2025

I. General information

The annual accounts for 2025 for Photocure Group (Photocure) comprises Photocure ASA and the five wholly owned subsidiaries; Photocure Inc. registered in U.S, Photocure GmbH registered in Germany, Photocure SAS registered in France, Photocure Srl registered in Italy and Photocure Canada Inc. registered in Canada. The annual accounts for Photocure were approved for publication by the Board of Directors on 9 April 2026.

Photocure ASA is a public limited company domiciled in Norway. The business of the Group is associated with research, development, production, distribution, marketing and sales of pharmaceutical products. The Company’s shares are listed on the Oslo Stock Exchange. The Parent Company’s registered office is Hoffsveien 4, NO-0275 Oslo, Norway.

II. Basis for preparation of the annual accounts

The annual accounts for the Group and the Parent Company have been prepared on a historical cost basis, except for money market funds and earnout liability which are valued at fair value.

The Group and the Parent Company’s annual accounts are prepared in accordance with IFRS Accounting Standards (R) as specified by the International Accounting Standards

Board as adopted by the European Union (EU) as per 31 December 2025.

Photocure ASA has NOK (Norwegian kroner) as its functional currency and presentation currency. In the absence of any statement to the contrary, all financial information is reported in whole thousands. As a result of rounding adjustments, the figures in the financial statements may not add up to the totals.

Photocure performs the sales and distribution of Hexvix in the European markets. Photocure has established wholly owned subsidiaries in Germany (Photocure GmbH), Italy (Photocure Srl) and France (Photocure SAS) that provide marketing and promotion services. These entities have Euro (EUR) as functional currency. The sales, marketing and distribution in North America is in the U.S. performed through Photocure’s wholly owned subsidiary Photocure Inc. and in Canada through Photocure’s wholly owned subsidiary Photocure Canada Inc. In both countries sales, marketing and distribution is performed under the trade name Cysview. Photocure Inc. has U.S. dollars (USD) as functional currency while Photocure Canada Inc. has Canadian dollars (CAD) as functional currency.

III. Changes in significant accounting policies

There are no significant new IFRS standards made effective in 2025 that effect the group accounts for Photocure.

IV. Disclosures regarding new standards not yet effective

The Group is currently assessing the detailed impact of IFRS 18. The standard is expected to result in revised subtotals in the statement of profit or loss and enhanced aggregation/disaggregation disclosures but is not expected to have a material impact on the Group’s reported financial position or performance.

There are no other IFRS or IFRIC interpretations that are not yet effective that would be expected to have a material impact on the Group. The new and amended standards and interpretations from IFRS that were adopted by the EU with effect from 2025 did not have any significant impact on the reporting for 2025.

V. Use of judgements and estimates

In preparation of these consolidated financial statements, management has made judgments, estimates and assumptions that affect the application of the Group’s accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis.

39

Revisions to estimates are recognized prospectively. Information about judgements made in applying accounting policies that have the most significant effects on the amounts recognized, and information about assumptions and estimation uncertainties that have significant risk of resulting in a material adjustment in the financial statements as of 31 December 2025, are included in the following notes:

Note 13 and 22 Goodwill and customer relations: the assumptions in the application of IAS 36 of the annual goodwill impairment analysis, and the remeasurement of the fair value of the earnout liability according to IFRS 9.

Note 11 Recognition of deferred tax asset: available future taxable profit against which tax losses carried forward can be used.

Note 9 and 10 Long term loan subsidiaries: impairment and key assumptions underlying the balance sheet value in Parent company.

VI. Summary of material accounting principles

A. Currency

Monetary items in foreign currencies are converted at closing rate of exchange. In the absence of any statement to the contrary, realized and unrealized exchange rate gains and losses are included in financial income or expenses. Transactions in foreign currencies are recorded at the exchange rate on the date of transaction. Assets and liabilities in foreign currencies are translated into NOK at the exchange rate applicable on the balance sheet date.

Income and expenses in foreign subsidiaries are translated into NOK at the average exchange rate for the financial statement period. The

assets and liabilities of the foreign subsidiaries are translated to NOK at exchange rates at the reporting date. Foreign exchange gains and losses on the long term loan granted to Photocure Inc. are recognized in Other Comprehensive Income (OCI), as the loan is considered to form part of the net investment in the foreign operation in accordance with IAS 21 The Effects of Changes in Foreign Exchange Rates.

B. Property, plant, equipment and intangible assets

Property, plant and equipment (PPE) are recognized at cost less deductions for accumulated depreciation and accumulated impairment losses. PPE are depreciated over the expected useful life of the assets taking any residual value into consideration. Costs incurred for major replacements and upgrades of PPE are added to cost if it is probable that the costs will generate future economic benefits for the Group and if the costs can be reliably measured. Ordinary maintenance is expensed as incurred.

PPE are depreciated on a straight-line basis over the estimated useful life of the asset as follows:

Production and test equipment

5 years

Furniture and office equipment

3–5 years

Intangible development expenditures are amortized on a straight-line basis in the profit and loss over the remaining patent period for the approved product and indication as follows:

Product development

4 - 10 years

Customer relations

10 years

C. Impairment

Non-current & intangible assets that are recognized in the balance sheet, are tested for impairment if there are

indications of a loss in value. If the book value of an asset is higher than the recoverable value of the asset, the loss in value is recognized in profit and loss. The recoverable value is the highest of net sales value and the value in use of the asset. Assets are grouped and measured at the lowest level for determining loss in value.

Goodwill is tested annually for impairment. For impairment testing, assets are grouped that generate cash inflows from continuing use that are largely independent from the cash inflows from other assets or cash generating units (CGU). The recoverable value of the asset is the greater of value in use and its fair value less cost of disposal. Value in use is based on estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.

An impairment loss is allocated first to reduce the book value of the goodwill related to the CGU and then to reduce the carrying amount of the other assets in the CGU on a pro rata basis. An impairment loss in respect of goodwill is not reversed.

D. Research and development costs

Research costs are expensed as incurred. Development costs are recognized in the balance sheet as intangible assets only if there is an identifiable asset that is expected to generate future financial benefits, and when the costs of such an asset can be reliably measured. Development costs that have been expensed in previous accounting periods cannot be recognized in the balance sheet at a later date. Cost-sharing of research and development expenses with license partners is booked as a reduction in costs.

The work of the regulatory function and services provided are related to

40

Annual Report Photocure – Results 2025

both market expansion and product development. Photocure classifies for this reason the regulatory function into the following two categories:

Regulatory work and services related to new products or product development based on new clinical trials up to and including phase 3, are classified as R&D costs.

Regulatory work and services for new markets based on existing clinical data are classified as marketing costs.

E. Investment in subsidiary companies

Shares and investments with the aim of long-term ownership are booked in the balance sheet as long-term investments and are valued at the lower of cost and fair value. Write-downs for permanent declines in value are made on the basis of individual evaluations. Any realized and unrealized profits/losses and any write-downs related to these investments will be booked in the income statement as financial items.

F. Inventories

Raw materials are valued at the lower of cost and net sales value in accordance with the first-in, first-out principle (FIFO). Semi-finished and finished goods are valued at production cost including a mark-up for their share of the indirect production costs based on the FIFO principle.

G. Financial assets and liabilities

All financial assets not classified as measured at amortized cost or fair Value over comprehensive income are subsequently measured at fair value through profit and loss. Photocure’ s investments in money market funds are measured at fair value through profit and loss.

The earnout liability is measured at fair value at the date of acquisition and remeasured at fair value at each reporting date and subsequent changes in the fair value are recognized in profit or loss.

Interest bearing liabilities are recognized at fair value at the time of recognition. In subsequent periods, interest-bearing liabilities are booked at amortized cost according to the effective interest rate method.

Financial income consists of interest income on bank balances and money market fund as well as exchange rate gains from currency items. Financial expense consists of interest expense on borrowing and exchange rate losses from currency items.

ImpairmentThe Group recognizes loss allowances for expected credit losses (ECLs) on financial assets measured at amortized cost.

The Group measures loss allowances at an amount equal to lifetime ECLs, except for the following, which are measured at 12-month ECLs:

debt securities that are determined to have low credit risk at the reporting date; and

other debt securities and bank balances for which credit risk (i.e. the risk of default occurring over the expected life of the financial instrument) has not increased significantly since initial recognition.

The Group assumes that the credit risk on a financial asset has increased if it is more than 60 days past due.

Loss allowances for trade receivables and contract assets are always measured at an amount equal to lifetime ECLs. The Group uses an allowance matrix based on historical losses adjusted for forward-looking information.

H. Revenue recognition

The main revenue stream in the company is the sale of pharmaceutical products. The revenue is recognized on the date of delivery, when both control and risk essentially have been transferred to the customer. For the general supply of products, Photocure satisfies the contractual performance obligation upon delivery according to the agreed terms.This includes clarifications of normal delivery conditions, which are typically ExWorks unless otherwise specified. For deliveries made through distributors who subsequently deliver the products to an end customer, revenue is recognized when control is considered transferred. This means that Photocure assesses whether the performance obligation is fulfilled when the goods are delivered to the distributor, or only when the distributor ships the goods onward to the end customer, depending on the contractual terms and transfer-of-control indicators in each arrangement. The license agreements that give the right to a signing fee or achieved milestones are recognized as revenue when the contractual conditions are met. Royalty revenue is booked as Sales revenue in line with the licensee’s sale of licensed products.

The core principle in IFRS 15 is revenue should be recognized dependent on the transfer of promised goods or services to the customer for an amount that reflects the consideration which should be received in exchange for those goods or services. The objective is to provide a five-step approach to revenue recognition that includes identifying contracts with customers, identifying performance obligations, determining transaction prices, allocating transaction prices to performance obligations, and recognizing revenue when or as performance obligations are satisfied.

In Photocure’ s customer contracts which are regarded to be within the

41

scope of IFRS 15, the up-front fees not related to a separate performance obligation will be recognized over the term of the contract upon the delivery of goods.

If the promise to grant the license is distinct from other promised goods or services in the contract, the promise to grant the license is a separate performance obligation. A license contract with a customer is a right to use Photocure’ s intellectual property as it exists at the point in time at which the license is granted.

The total transaction price is allocated between the performance obligations based on the relative stand-alone selling price. The transaction price allocated to the license may consist of up-front fee, different milestone payments and sales-based royalty payments. The part of the transaction price related to variable milestone payments are estimated as the most likely amount but constrained which currently means that these revenues will be recognized if and when the relevant milestone is achieved. Sales based royalty is recognized when the subsequent sales occur.

I. Share remuneration and other benefits related to share based remuneration

Employees have been offered share options to the Company’s shares as an element of the Group’s employee incentive policy. If the Group has own shares, the Group may allot own shares instead of issuing new shares when share options are exercised. All share options are offered at strike prices that reflect the market price +10% of the shares at the time of allotment of the rights.

The Group’s share option program is accounted for as an equity settled share based payment arrangement in accordance with IFRS 2 Share based Payment. The fair value of the share options is determined at the grant date using the Black Scholes option pricing

model, applying the specific terms and conditions of each option program.

The fair value is recognized as personnel expenses over the vesting period, with a corresponding increase in equity. Since the arrangement is equity settled, no liability is recognized in the balance sheet.

Employer’s social security contributions related to outstanding share options are accrued as personnel expenses over the vesting period based on the intrinsic value of the options.

Share options lapse when an employee leaves the Company unless otherwise specified in the program terms.

J. Tax

The tax expense in the income statement includes both the income tax payable for the period and changes in deferred tax. Deferred tax in Norway is calculated at rate of 22% and in the USA at a total rate of 28% based on the temporary differences that exist between the tax value of the assets and liabilities, and their book value.

Liabilities for deferred tax are included for all temporary differences that increase tax, except when the asset in connection with deferred tax arises because of the first-time inclusion of an asset or liability in a transaction that is not in a business combination and affects neither the accounting nor the taxable profit or loss at the time of the transaction.

Assets in connection with deferred tax are included for all tax-reducing temporary differences, carry forward of tax deductions and tax losses in the extent that there is objective proof that there will be sufficient taxable profits against which to offset tax-reducing temporary differences, and carry forward of unused tax deductions and tax losses.

The book value of assets in connection with deferred tax is reviewed on every

balance sheet date and is reduced to the degree that there is no longer any objective proof that there will be sufficient taxable profits to utilize all or parts of assets in connection with deferred tax. Non-recognized assets in connection with deferred tax are reviewed every balance sheet date and are included to the degree that it is probable that future taxable profits will allow the recovery of assets in connection with deferred tax. Each taxable entity in the Group is treated separately.

K. Contingent liabilities and assets

Contingent liabilities are defined as:

Possible liabilities as a result of earlier events where their existence depends on future events;

Liabilities that are not included because it is not probable that they will lead to an outflow of resources from the Group;

Liabilities that cannot be measured with sufficient reliability.

Contingent liabilities are not included in the annual accounts. Notes on significant contingent liabilities are provided, except for contingent liabilities with little probability of occurring.

Contingent assets are not included in the annual accounts but are reported in cases in which there is a certain likelihood of their resulting in a benefit to the Group.

L. Cash flow statement

The cash flow statement has been prepared in accordance with the indirect method. Cash and cash equivalents consist of cash, bank deposits and other current investments like money market funds.

42

Annual Report Photocure – Results 2025

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M. Lease agreements

The main rule is that the leased assets are recognized in the balance sheet as a fixed asset or in a disclosure note for fixed assets. Leased assets are shown separately from other fixed assets owned by the company as “Right of use assets” in the related disclosure note. Although a lease is a right to use an asset and not a purchase of an asset, the classification in the balance sheet follows the leased asset.

The net present value of the lease liability is calculated by discounting the rental payments with the implicit interest rate of the lease, or the business’s marginal borrowing rate if the implicit interest rate is unknown.

According to IFRS 16 depreciation is calculated for the right of use assets. Depreciation is presented together with other depreciation, while interest cost is included in financial expenses in the income statement.

The leased assets are depreciated over their useful lives. This is the shorter of the rental period and the assets economic life.

43

Notes to the Financial Statements for 2025

Photocure ASA

1 PARTNERSHIPS

2 OPERATING SEGMENTS

3 REVENUES FROM CONTRACT WITH CUSTOMERS

4 COST OF GOODS SOLD

5 INCOME STATEMENT CLASSIFIED BY NATURE

6 PERSONNEL EXPENSES

7 REMUNERATION OF MANAGEMENT AND BOARD OF DIRECTORS

8 PENSION COSTS

9 FINANCIAL INCOME AND EXPENSE

10 Related party

11 TAX

12 EARNINGS PER SHARE

13 GOODWILL AND CUSTOMER RELATIONS

14 PROPERTY, PLANT, EQUIPMENT AND OTHER ASSETS

15 SUBSIDIARIES

16 INVENTORIES

17 FINANCIAL RISK

18 FAIR VALUE

19 RECEIVABLES

20 CASH AND SHORT TERM DEPOSITS

21 SHARE CAPITAL

22 LOAN TERMS AND REPAYMENT

23 ACCOUNTS PAYABLE AND OTHER CURRENT LIABILITIES

24 Subsequent Events

44

Annual Report Photocure – Results 2025

CURRENCY RATES CHANGES

Photocure’s revenues and costs are predominantly in EUR and USD, while the functional currency is NOK. In 2025, the weakning of the USD and strengthning of EUR impacted both revenues and costs. The following table illustrates the average currency rates between NOK and USD/EUR in 2025 compared to 2024.

Currency rates development 2025 vs 2024:

2025

2024

% 25 vs 24

Average currency rate NOK/USD

10.39

10.74

-3 %

Average currency rate NOK/EUR

11.72

11.63

1 %

1. PARTNERSHIPS

In July 2019, Photocure entered into a license agreement with Asieris MediTech Co, granting a worldwide license to develop and commercialize Cevira®for the treatment of HPV-induced cervical precancerous lesions. Under this agreement, Photocure will receive signing fees, development and approval milestones, as well as sales royalties.In January 2021, Photocure entered into another license agreement with Asieris MediTech Co, granting them a license to commercialize Hexvix in mainland China and Taiwan. Under this agreement, Photocure will receive signing fees and approval milestones, in addition to sales royalties.

2. OPERATING SEGMENTS

Photocure operates through two segments: the Commercial Franchise and the Development Portfolio. The Commercial Franchise includes Hexvix/Cysview by geography (North America and Europe) and other sales (partners and other products). The Development Portfolio focuses on the development of pipeline products. The Development segment is divided into the development of Cevira and other pipeline products.

Operating costs are directly charged to the respective segment if they are directly related. Indirect manufacturing costs are allocated based on sales within the Commercial segment, while other indirect costs are allocated based on the time and resources utilized within the different subsegments.

Segments are reported in a manner consistent with internal reporting to the Group’s Chief Operating Decision Makers (CODM), defined as the Group’s senior management. Segment assets and liabilities are not reported to the CODM and are therefore not allocated to reportable segments.

45

1 Jan - 31 December 2025

Commercial Franchise

Development Portfolio

(Amounts in NOK 1 000)

North Am.

Europe

Other

Markets

Total

Sales

Cevira

PDT &

Explorativ

Total

R&D

Grand

Total

Sales Revenues

219 936

309 791

333

530 060

2 520

-

2 520

532 580

Milestone revenues

-

-

-

-

-

-

-

-

Cost of goods sold

-10 313

-29 393

-298

-40 004

-1 989

-

-1 989

-41 993

Gross profit

209 623

280 398

35

490 056

531

-

531

490 587

Gross profit of sales revenue %

95 %

91 %

11 %

92 %

21 %

21 %

92 %

Direct operating costs

-177 814

-127 435

-

-305 249

1 578

-19

1 559

-303 690

R&D

-

-

-

-

1 578

-5

1 573

1 573

Marketing

-19 291

-10 433

-

-29 724

-

-

-

-29 724

Selling

-122 550

-100 687

-

-223 237

-

-

-

-223 237

Medical

-19 387

-6 887

-

-26 274

-

-14

-14

-26 288

G&A

-16 586

-9 428

-

-26 014

-

-

-

-26 014

Contribution

31 809

152 963

35

184 807

2 109

-19

2 090

186 897

Contribution margin

14 %

49 %

11 %

35 %

84 %

83 %

35 %

Allocated operating costs

-46 270

-76 507

-6 114

-128 891

-3 411

-25 867

-29 278

-158 169

EBITDA

-14 461

76 456

-6 079

55 916

-1 302

-25 886

-27 188

28 728

Depreciation and Amortization

-29 472

-

-29 472

EBIT

26 444

-27 188

-745

1 Jan - 31 December 2024

Commercial Franchise

Development Portfolio

(Amounts in NOK 1 000)

North Am.

Europe

Other

Markets

Total

Sales

Cevira

PDT &

Explorativ

Total

R&D

Grand

Total

Sales Revenues

202 322

285 561

1 865

489 749

1 926

-

1 926

491 675

Milestone revenues

-

-

-

-

33 713

-

33 713

33 713

Cost of goods sold

-5 889

-23 236

-225

-29 349

-1 370

-

-1 370

-30 719

Gross profit

196 434

262 326

1 641

460 400

34 268

-

34 268

494 668

Gross profit of sales revenue %

97 %

92 %

88 %

94 %

29 %

29 %

94 %

Direct operating costs

-175 453

-123 355

-

-298 808

-729

682

-47

-298 855

R&D

-

-

-

-

-729

682

-47

-47

Marketing

-18 474

-13 401

-

-31 874

-

-

-

-31 874

Selling

-120 735

-94 716

-

-215 451

-

-

-

-215 451

Medical

-23 419

-7 438

-

-30 857

-

-

-

-30 857

G&A

-12 824

-7 801

-

-20 626

-

-

-

-20 626

Contribution

20 981

138 970

1 641

161 592

33 539

682

34 221

195 813

Contribution margin

10 %

49 %

88 %

33 %

94 %

96 %

37 %

Allocated operating costs

-42 097

-74 912

-10 329

-127 334

-3 378

-15 907

-19 286

-146 620

EBITDA

-21 116

64 059

-8 688

34 258

30 161

-15 225

14 935

49 193

Depreciation and Amortization

-28 695

-98

-28 793

EBIT

5 563

14 837

20 399

*The definition of EBITDA is “Earnings Before Interest, Tax, Depreciation and Amortization”

46

Annual Report Photocure – Results 2025

3. REVENUES FROM CONTRACT WITH CUSTOMERS

Performance Obligation: Product DeliveriesFor the general supply of products, Photocure satisfies the contractual performance obligation upon delivery according to the agreed terms.This includes clarifications of normal delivery conditions, which are typically ExWorks unless otherwise specified. For deliveries made through distributors who subsequently deliver the products to an end customer, revenue is recognized when control is considered transferred. This means that Photocure assesses whether the performance obligation is fulfilled when the goods are delivered to the distributor, or only when the distributor ships the goods onward to the end customer, depending on the contractual terms and transfer-of-control indicators in each arrangement.Invoices are issued at that point, with payment terms typically within 30 days. No discounts were provided to customers, and no product returns were accepted within the product expiry period.

Performance Obligation: LicenseCeviraIn July 2019, Photocure entered into a license agreement with Asieris for the pipeline product Cevira. The agreement was based on a “ready for Phase 3 study” concept, with the study conducted by Asieris in China from 2020 until September 2023. Under the agreement, Photocure transferred the rights for Cevira (license agreement) and entered into a supply agreement for the active substance for the Phase 3 clinical study and potential commercialization. Asieris is responsible for the remaining development of Cevira and will cover all associated costs. The license grants Asieris the right to use Photocure’s intellectual property as it existed at the contract date. The active substance will not be further developed or modified by Photocure for Asieris’s use. The transfer of the license and the delivery of the active substance are regarded by Photocure as two separate performance obligations.

In 2024, Asieris paid a milestone of USD 2 million after Cevira was accepted for regulatory review in China in May 2024. To date, Asieris has paid USD 17 million in milestones for Cevira. The agreement includes additional regulatory and sales milestones, as well as sales royalties if a commercial product is approved. The transaction price allocated to the license consists of a signing fee, various milestone payments, and sales-based royalty payments. The portion of the transaction price related to milestone payments is estimated as the most likely amount but is constrained, meaning these revenues will be recognized if and when the relevant milestones are achieved. Revenue for the sale of the active substance is recognized when the customer takes control of the goods, which occurs at the time of shipment. There were no milestones paid in 2025.

HexvixIn January 2021, Photocure entered into a partnership agreement with Asieris, granting them exclusive rights to register and commercialize Hexvix® in Mainland China and Taiwan. Asieris received marketing authorization for Hexvix® in China in November 2024, for which Photocure received a USD 1.1 million milestone payment. In 2023, Photocure received an upfront payment of USD 750,000 from Asieris for the rights to Hexvix in the designated territories as a non-refundable payment. To date, Asieris has paid USD 1.85 million in milestones for Hexvix.

The license of the Group’s intellectual property under all current licensing agreements is considered distinct from the delivery of goods and thus a separate performance obligation. Furthermore, the licenses are considered to be a right to use the company’s intellectual property as is, and therefore revenue allocated to the license is recognized at a point in time, taking into consideration the variable constraint for milestone payments that have not yet occurred and sales-based royalties. Milestone payments related to future events and sales-based royalties are recognized when the events and sales actually occur.

47

Geographical information

(Amounts in NOK 1 000)

Group revenues from contract with customers

2025

2024

Nordic countries

21 319

22 214

Germany

214 329

199 937

France

36 407

33 414

Austria

16 132

12 723

UK

4 988

2 456

BeNeLux

5 053

5 694

Italy

5 854

5 510

Other European countries

5 008

4 129

United States

217 267

201 616

Canada

2 669

2 055

Own sales

529 026

489 748

Partner countries rest of world

3 554

1 927

532 580

491 675

The geographical revenue in all countries except North America are in the parent company. The geographical revenue information is based on the location of the end customers. The signing fees and milestone revenue are not included in the table above.

Revenue recognition by segments

1 Jan - 31 December 2025

Commercial Franchise

Development Portfolio

Grand

Total

Hexvix/Cysview

(Amounts in NOK 1 000)

Own sales

Partner

Other

Sales

Total

Sales

Pipeline

Total

R&D

Contract revenue at point in time

-

2 520

2 520

-

2 520

Contract revenue over time

-

-

-

Signing fees and milestone revenues at point in time

-

-

-

-

Sales order revenue at point in time

529 727

333

530 060

-

530 060

529 727

-

2 853

532 580

-

-

532 580

Revenue recognition by segments

1 Jan - 31 December 2024

Commercial Franchise

Development Portfolio

Grand

Total

Hexvix/Cysview

(Amounts in NOK 1 000)

Own sales

Partner

Other

Sales

Total

Sales

Pipeline

Total

R&D

Contract revenue at point in time

-

3 276

3 276

-

3 276

Contract revenue over time

-

-

-

Signing fees and milestone revenues at point in time

-

33 713

33 713

33 713

Sales order revenue at point in time

487 883

516

488 399

-

488 399

487 883

-

3 792

491 675

33 713

33 713

525 387

48

Annual Report Photocure – Results 2025

4. COST OF GOODS SOLD

Total cost of goods sold includes direct materials, services provided by contract manufacturers and packaging suppliers, products freights and distribution costs.

5. INCOME STATEMENT CLASSIFIED BY NATURE

(Amounts in NOK 1 000)

Group

Parent

Note

2025

2024

2025

2024

Revenues from contract with customers

2

532 580

491 675

324 057

300 033

Signing fees and milestone revenues

2

-

33 713

-

33 713

Cost of goods sold

-41 993

-30 716

-40 169

-29 297

Gross profit

490 587

494 671

283 887

304 449

Other income

-

-

582

531

Payroll expenses

6, 7

-299 417

-285 700

-137 912

-124 027

R&D costs excluding payroll expenses/other operating expenses

2 526

-47

2 526

-47

Ordinary depreciation and amortisation

13, 14

-29 472

-28 793

-20 757

-20 931

Other operating expenses

-164 967

-159 732

-156 507

-152 995

Total operating expenses

-491 330

-474 272

-312 067

-297 469

Operating profit / loss (-)

-745

20 399

-28 180

6 980

Specification of Other operating expenses:

2025

2024

2025

2024

Marketing expenses

36 564

38 742

14 648

16 460

Sales and marketing costs Europe

-

-

68 912

67 331

Travel expenses

25 638

22 769

9 435

7 457

Patent costs, legal and other fees

65 229

54 941

39 147

38 683

Other expenses

37 536

43 281

24 364

23 063

Total other operating expenses

164 967

159 732

156 507

152 995

49

6. PERSONNEL EXPENSES

(Amounts in NOK 1 000)

Group

Parent

Note

2025

2024

2025

2024

Salaries

218 351

217 236

90 903

85 993

Employer’s social security contributions on salaries, etc.

20 478

23 488

11 222

10 195

Option costs incl employer's social security contributions

20 845

16 878

17 327

12 948

Pension costs

8

15 724

13 061

7 940

5 374

Other benefits

24 019

15 038

10 520

9 517

Total payroll expenses

299 417

285 700

137 912

124 027

No. of full-time equivalent positions

101

101

34

33

Share-based remunerationAs part of the company’s incentive policy, employees have been offered share options to the company’s shares (referred to as ‘options’). Allocated share options vest over three years: 25% after the first year, 25% after the second year, and 50% after the third year. The rights expire after seven years or upon termination of the employee. Share option programs in 2023 and earlier had an expiration date of five years.

The number of employee share options and average exercise prices for Photocure, and developments during the year:

2025

2024

Number

Average exercise price (NOK)

Number

Average exercise price (NOK)

Outstanding at start of year

2 310 448

63.05

2 076 178

80.55

Granted during the year

973 315

60.09

1 073 482

60.40

Cancelled during the year

30 000

98.71

509 900

127.39

Become invalid during the year

161 000

61.06

260 312

67.82

Exercised during the year

-

0.00

-

0.00

Expired during the year

232 250

81.41

69 000

54.70

Outstanding at end of year

2 860 513

60.29

2 310 448

63.05

Exercisable options as per 31 December

777 098

60.60

585 569

71.02

The average weighted life of outstanding share options was 4.7 years at 31 December 2025 and 4.3 years at 31 December 2024.

50

Annual Report Photocure – Results 2025

The exercise prices and the average life of outstanding share options as per 31 December 2025 were as follows:

Average remaining life

No. of options

Exercise price NOK

2 years

612 771

57.14 - 115.70

3 years

675 200

61.03 - 61.92

4 years

43 815

55.64

5 years

20 227

69.36

6 years

1 155 000

55.47 - 59.57

7 years

353 500

62.74 - 67.39

Total

2 860 513

Calculation method for market value of employee share options:The market value of share options is calculated using the Black-Scholes method. Volatility is determined based on the historical share price development over the lifetime of the options, assuming that historical volatility indicates future volatility, which may not always be the case. Strike prices are set at the listed price plus 10% at the time of allocation. The risk-free interest rate is based on Norwegian government bond rates. Each option program is calculated separately, considering the actual exercise price and duration of the program. The exercise date for the options is estimated based on historical company experience and varies between senior management and other employees. The interest advantage is considered insignificant and has not been included in the accounts. The table below shows the values used in the model.

2025*

2024*

Dividends (NOK)

0.00

0.00

Expected volatility (%)

45.25

47.16

Historical volatility (%)

45.25

47.16

Risk-free interest (%)

3.67

3.65

Expected life of options (years)

3.19

3.21

*Weighted average parameters at grant of instrument

51

7. REMUNERATION OF MANAGEMENT AND BOARD OF DIRECTORS

(Amounts in NOK 1 000)

Pay currency

Directors’ fees paid

Salaries paid

Bonuses accrued

Benefits in kind

Pension cost

Total

Senior management 2025

President and CEO

USD

7 328

3 009

315

666

11 318

Chief Financial Officer

NOK

2 983

853

17

555

4 408

VP and General Manager North America

USD

4 630

1 814

315

484

7 242

VP and General Manager EMEA

GBP

3 412

1 290

184

4 885

Chief Medical Officer

SEK

3 315

1 082

315

4 712

Head of Global Human Resources

EUR

2 258

639

153

3 050

Total senior management

23 925

8 687

647

2 356

35 615

Board of Directors 2025

Consultant fee

Chairperson of the Board

NOK

620

620

Members of the Board

NOK

720

720

Total remuneration

1 340

23 925

8 687

647

2 356

36 955

(Amounts in NOK 1 000)

Pay currency

Directors’ fees paid

Salaries paid

Bonuses accrued

Benefits in kind

Pension cost

Total

Senior management 2024

President and CEO

USD

7 359

3 232

285

631

11 507

Chief Financial Officer

NOK

2 841

820

16

409

4 086

VP and General Manager North America

USD

4 612

2 271

285

433

7 601

VP and General Manager Europe

EUR

3 615

1 351

-

-

4 966

Chief Medical Officer

SEK

2 977

983

-

293

4 253

Head of Global Human Resources

EUR

2 140

708

-

146

2 994

Total senior management

23 544

9 364

586

1 912

35 406

Board of Directors 2024

Consultant fee

Chairperson of the Board

NOK

751

751

Members of the Board

NOK

1 080

269

1 349

Total remuneration

1 831

23 813

9 364

586

1 912

37 506

In 2024, the Group utilized the professional services of one of its Directors for consulting work beyond regular board duties. The consultancy fees were based on a contract approved by the board.

The bonus accruals relate to approved bonuses for the 2025 financial year and may differ from the amounts recorded in the financial statements.

Currency rates development 2024 vs 2025:

2025

2024

Avr currency rate NOK/USD

10.39

10.74

Avr currency rate NOK/EUR

11.72

11.63

Avr currency rate NOK/SEK

1.06

1.02

Avr currency rate NOK/GBP

13.68

13.74

52

Annual Report Photocure – Results 2025

Share options senior managementSenior managers’ holdings of shares in Photocure ASA are detailed in the note concerning share capital. The allocation and exercise of share options, as well as the holdings of share options for senior managers, are presented in the following overview:

Share options for senior management 2025

Share options awarded

Expired share options

Share options cancelled

Holding of share options at 31 December 2025

Weighted Average Strike Price

President & CEO

180 000

60 000

-

577 500

59.95

Chief Financial Officer

95 000

35 000

-

338 750

60.09

VP and General Manager North America

75 000

35 000

-

261 250

60.45

VP and General Manager Europe

140 000

-

-

140 000

56.98

VP Global Human Resources

26 250

-

3 000

90 000

60.09

Chief Medical Officer

40 000

-

-

204 000

59.20

Total

556 250

130 000

3 000

1 611 500

Share options for senior management 2024

Share options awarded

Expired share options

Share options cancelled

Holding of share options at 31 December 2024

Weighted Average Strike Price

President & CEO

125 000

-

-

457 500

62.96

Chief Financial Officer

65 000

-

-

278 750

62.85

VP and General Manager North America

50 000

45 000

-

221 250

63.57

VP and General Manager Europe

-

-

203 750

-

0.00

VP Global Human Resources from April

40 000

-

-

66 750

61.98

Chief Medical Officer

50 000

-

-

164 000

60.11

Total

330 000

45 000

203 750

1 188 250

Auditing fees

(Amounts in NOK 1 000 ex VAT)

Group and parent

2025

2024

Statutory auditing

997

1 816

Other attestation services

70

250

Other services excluding auditing

391

15

Tax advice

80

47

Total

1 538

2 128

53

8. PENSION COSTS

Photocure ASA has an agreement with a life assurance company for contribution-based pensions for its employees in Norway. The contribution plan complies with revised national pension regulations. Contributions are 7% of the employee’s ordinary salary up to 7.1 times the basic amount (G) of the Norwegian National Insurance scheme, and 20% for salaries between 7.1 and 12 times G. The national insurance covers pensions for salaries up to 7.1 G. Pension contributions are paid into the employee’s contribution account with the life assurance company.Although pension-related accruals are recognised in the balance sheet for Photocure ASA, these arrangements do not constitute a pension promise or a defined benefit plan requiring actuarial valuation. The employees’ entitlement is limited to the contribution percentages specified, and the Group has no obligation beyond the payment of these contributions. As of December 31, 2025, and December 31, 2024, the company had no deposits in the premium and contribution fund.Photocure ASA employees in other European countries have individual defined contribution pension plans according to local regulations and their employment agreements.Photocure Inc matches its employees’ contributions to the 401(k) plan dollar for dollar up to 4% of salary for employees who elect to join the plan. There is a salary maximum set by the IRS, which was $350,000 in 2025.Employees in Photocure GmbH in Germany who came from Ipsen have defined benefit pension plans through the TUPE regulations in Germany. Photocure GmbH has a re-assurance agreement with an assurance company in Germany to balance the pension liability. New employees in Photocure GmbH are offered a defined contribution plan.Salaries for senior management employees in Photocure ASA above 12 times G are subject to agreements concerning operational coverage of pensions for salaries above this level in the form of contribution-based pensions. The calculated contribution is 16% of the employee’s salary above 12 times G. Photocure Inc has established additional unfunded pension coverage for senior managers, accruing annually an amount equal to 4% of salary and earned bonus.

The pension cost for the year is calculated as follows:

(Amounts in NOK 1 000)

Group

Parent

2025

2024

2025

2024

Total pension costs, contribution scheme in life assurance

14 573

11 922

7 592

5 081

Total pension costs, company scheme

1 151

1 139

348

293

Total

15 724

13 061

7 940

5 374

54

Annual Report Photocure – Results 2025

9. FINANCIAL INCOME AND EXPENSE

(Amounts in NOK 1 000)

Group

Parent

2025

2024

2025

2024

Interest income

12 233

12 868

11 398

11 739

Foreign exchange gains

5 522

12 059

5 787

55 420

Total financial income

17 655

24 927

17 184

67 159

Interest costs long term liabilities and lease

673

742

308

307

Interest costs earnout

23 997

27 292

23 997

27 292

Foreign exchange losses

8 693

8 864

57 173

11 230

Other financial expense

240

39

209

16

Total financial expense

33 602

36 937

81 688

38 846

Remeasure financial balances

-

-

-

-

Net financial income and expenses

-15 947

-12 010

-64 503

28 313

The foreign exchange loss in the parent company for 2025 includes an unrealized exchange loss on the long-term loan to the subsidiary, which is denominated in USD. The exchange rate for NOK/USD decreased to 10.1 as of December 31, 2025, compared to 11.2 at the end of the previous year. This resulted in an unrealized loss of NOK 48.5 million in 2025, compared to a gain of NOK 43.4 million in 2024. In the consolidated accounts, the unrealized gain/loss is eliminated against the change in equity as part of other comprehensive income.The gain/ loss is presented as part of other comprehensive income in the consolidated accounts due to the long term loan is evaluated to be a part of the net investment in the subsidiaryRemeasurement of Financial BalancesInformation regarding the remeasured value of the earnout liability is provided in Note 22.A loss allowance on the parent company’s loan to the US subsidiary was recognized in 2023 according to IFRS as a probability-weighted estimate of future loan repayments. In 2024 and 2025, there was no increase. The total allowance as of December 31, 2025, is NOK 39.4 million, based on a probability-weighted scenario that the loan will not be repaid in full. Nonetheless, the parent company is committed to securing operations in the US.

55

10. RELATED PARTIES - COMPANIES

Photocure has established a wholly owned subsidiary in the US, Photocure Inc, to manage the sales, marketing, and distribution activities for the Cysview product. Photocure ASA retains ownership of the patent rights and trademark and is responsible for the development and manufacturing of the product within the Group. Photocure Inc purchases the finished product from the parent company and distributes it in the United States. Photocure Inc has its own marketing organization, funded by a loan from the parent company in addition to its own revenues. Transactions between Photocure ASA and Photocure Inc are conducted on arm’s length terms, and the loan is interest-free until further notice.

Photocure believes that the US operations will be profitable, based on a cash flow model that considers a balanced view of the market share for Cysview in the US compared to Hexvix sales in Europe. In 2023, Photocure Inc entered into an agreement with a US-based pharmaceutical company for access to patient registry information obtained by Photocure Inc.

Photocure has also established wholly owned subsidiaries in Germany, Italy and France. Photocure ASA handles the sales and distribution of Hexvix in Europe, while the marketing and promotion activities for Hexvix in Continental Europe are managed by Photocure GmbH, Photocure Srl and Photocure SAS. A markup is applied to fully loaded local costs for the services rendered to the parent company.

In January 2022, Photocure established a sales subsidiary in Canada to manage the sales, marketing, and distribution of Cysview in Canada. Photocure ASA holds the pharmaceutical market authorization for the sale of Cysview in the US and Canada.

Transactions and intercompany balances:

(Amounts in NOK 1 000)

2025

2024

Sales of products

12 183

12 562

Sales of services

-

-

Intercompany sales

12 183

12 562

Purchase of marketing and promotion services

-68 912

-67 331

31-Dec-25

31-Dec-24

Accounts receivables and other storm-term receivables

33 262

19 696

Long term loan given

345 314

393 841

Accounts payables and other short-term liabilities

-90 336

-56 865

Total subsidiaries

288 241

356 671

Guarantees to bank in favor of subsidiary for requested security

2 804

2 804

These bank guarantuees are provided for licenses pertaining to the sale of Cysview in the states of Maryland, Mississippi, Nevada, and California, as well as the office lease deposit.

56

Annual Report Photocure – Results 2025

11. TAX

(Amounts in NOK 1 000)

Parent & Group

Parent

2025

2024

2025

2024

Income tax expense

Tax payable

1 631

1 323

132

Changes in deferred tax

-16 804

10 406

-16 804

10 406

Total income tax expense

-15 173

11 729

-16 672

10 406

Tax base calculation parent

Profit(-loss) before income tax

-16 690

35 294

-92 814

35 294

Permanent differences *)

16 018

12 008

17 344

12 008

Change in temporary differences

-31 076

-56 312

60 173

-56 312

Change in deferred tax not recognisedUtilisation of tax loss carried forward

-23 457

(Utilized)/Increased tax loss carried forward

-

9 010

Tax base

6 947

-

-15 297

-9 009

Temporary differences

Receivables

-1 228

-565

-565

-565

Inventories

-

4 207

-

4 207

Non current assets

30 953

30 097

30 204

30 097

Long term currency loans

123 525

175 824

123 525

175 824

Earnout liability

-19 422

-19 422

-19 422

-19 422

Change in earnout true up

-

-692

-

-692

Provisions

-15 295

-143

-2 199

-143

Pensions

-2 342

-1 994

-2 342

-1 994

Gains and loss account

8 367

10 310

8 247

10 310

Total

124 558

197 622

137 448

197 622

Tax loss carried forward *

-523 535

-375 211

-391 418

-375 211

Net temporary differences

-398 977

-177 589

-253 970

-177 589

Deferred tax liability (asset)

-93 012

-39 070

-55 874

-39 070

Not recognized deferred tax liability (asset)

-37 138

Recognized Deferred tax liability (asset)

-55 874

-55 874

-39 070

*Tax loss carried forward in 2022 was in later tax declaration decreased by NOK 23.3 million as a true up of earnout payments 2020 - 2022.

Reconciliation of effective tax rate

2025

2024

2025

2024

Profit(-loss) before income tax

-16 690

8 390

-92 814

35 294

Expected income taxes at statutory tax rate

-3 672

1 846

-20 419

7 765

Effect tax rates foreign entities

765

3 981

Permanent differences

3 524

3 737

3 816

2 642

Other changes

131

Effect of deferred tax assets not recognized

-15 791

2 165

Income tax expense

-15 173

11 729

-16 472

10 406

Effective tax rate in % **)

90.9 %

139.8 %

17.7 %

29.5 %

In 2025, the tax note presents the Group’s total tax expense, based on profit before tax at the Group level and including the effects of both temporary and permanent differences. This represents a change from 2024, when profit before tax related to the Parent company only and tax expense comprised permanent differences and temporary differences recognised at the Parent company level.

*) Permanent differences consist of non-deductible costs and non-taxable income and deduction.**) Tax expense related to profit before tax.

57

The parent company reported a taxable loss of NOK 15.3 million in 2025, compared to a loss of NOK 9 million in 2024. Consequently, the deferred tax asset, along with changes in temporary differences, increased to NOK 55.8 million as of December 31, 2025, from NOK 39.1 million as of December 31, 2024. The recognition of a tax asset in Norway is based on predicted future profits according to the business plan for all major markets and the reversal of temporary differences in the coming years. Therefore, the remaining deferred tax asset is maintained as of December 31, 2025.

The European business contributed to Photocure’s profitability in 2025 and is expected to continue doing so. The parent company is the selling entity for the Hexvix product in all European countries, while the marketing and promotion activities in Germany, France, and Italy are carried out by the subsidiaries in those countries.

Photocure anticipates that its US operations will become more profitable, contributing to the pre-tax result of the parent company. This expectation is based on a cash flow model that considers a balanced view of the market share for Cysview in the US compared to Hexvix sales in Europe. The US sales and marketing force continues to expand its coverage of the US market and gain further market shares.

Photocure continues to see growth opportunities in European countries, particularly in several large untapped markets. With Photocure’s dedicated sales force in place in Europe, we believe this will further strengthen sales. Several studies have been published highlighting and verifying key clinical benefits, including the positive impact of Hexvix/Cysview on reduced disease progression, bladder cancer detection, and the safety of repeated use of Hexvix/Cysview . The basis for recognizing the tax asset is the assessment that there is convincing evidence that the deferred tax benefit will be utilized.

There is no expiry on losses to be carried forward in Norway, while in the US, losses expire after 20 years according to tax legislation valid until the end of 2017. The new US tax legislation, valid for taxable years from 2018, has no expiry for loss carryforwards but imposes an 80% limit on utilization.

Deferred tax assets have not been recognized for the following items in the US subsidiary due to the lack of a history of pre-tax profit at this time.

(Amounts in NOK 1 000)

2025

2024

Unrecognised deferred tax assets

Amount

Tax effect

Amount

Tax effect

Net deductible temporary differences

-12 891

-3 624

-10 695

-2 315

Tax losses

145 009

40 762

177 523

53 013

Net unrecognised deferred tax asset US

132 117

37 138

166 828

50 699

Tax losses for which no deferred tax asset was recognized, expire as follows:

(Amounts in NOK 1 000)

2025

2024

Amount

Expiry date

Amount

Expiry date

Expire Federal

14 276

2030 - 2037

23 169

2030 - 2037

Expire State

11 891

2030 - 2043

16 219

2030 - 2043

Never expire

10 971

11 270

Total

37 138

50 658

58

Annual Report Photocure – Results 2025

12. EARNINGS PER SHARE

Earnings per share are calculated based on the profit/loss for the year after tax, excluding other comprehensive items. The result is divided by the weighted average number of outstanding shares over the year, adjusted for the acquisition of treasury shares. Diluted earnings per share are calculated by adjusting the average number of outstanding shares by the number of employee share options that can be exercised. Antidilution effects are not considered.

2025

2024

Figures indicate the number of shares

Ordinary shares 1 January

27 120 820

27 120 820

Effect of treasury shares

-459 693

-15 122

Effect of share options exercised

Weighted average number of shares, 31 December

26 661 127

27 105 698

Effect of outstanding share options

0

169

Weighted average number of diluted shares, 31 December

26 661 127

27 105 867

Net profit/loss(-)

-1 518

-3 339

(Amounts in NOK 1 000)

Earnings per share

2025

2024

Earnings per share in NOK basic

-0.06

-0.12

Earnings per share in NOK diluted

-0.06

-0.12

13. GOODWILL AND CUSTOMER RELATIONS

(Amounts in NOK 1 000)Hexvix sales, marketing, and distribution rights in Europe and other markets previously controlled by Ipsen Pharma SAS (Ipsen) were acquired by Photocure on October 1, 2020. Under the final agreement, Photocure paid Ipsen EUR 15 million upon transfer on October 1, 2020. Additionally, Ipsen receives a deferred consideration of 15% of sales (years 1-7 post-transfer) and 7.5% of sales (years 8-10) in the former major Ipsen markets.One intangible asset has been identified: customer relationships. These relationships pertain to existing customers in Europe who were previously served by Ipsen. Customer relationships have been valued using a multiperiod excess earnings method, with a value of NOK 166.7 million at the transaction date. Photocure has estimated this asset to have a useful life of 10 years from the transaction date, and the intangible asset is depreciated on a straight-line basis over this period. The net book value of the customer relationships as of December 31, 2025, is NOK 79.2 million.Goodwill amounts to NOK 144 million and is not depreciated but is tested for impairment as of the end of December 2025. The impairment analysis confirms the goodwill value, given the performance in 2025 and future growth opportunities that are expected to align with forecasts prepared in connection with the transaction.

59

Group and parent

Customer relations

Goodwill

(Amounts in NOK 1 000)

Accumulated cost at 31 December 2021

166 720

144 000

Additions

-

-

Accumulated cost at 31 December 2022

166 720

144 000

Additions

-

-

Accumulated cost at 31 December 2023

166 720

144 000

Additions

-

-

Accumulated cost at 31 December 2024

166 720

144 000

Additions

-

-

Accumulated cost at 31 December 2025

166 720

144 000

Accumulated depreciation at 31 December 2021

20 840

-

Amortization and impairment

16 672

-

Accumulated depreciation at 31 December 2022

37 512

-

Amortization and impairment

16 672

-

Accumulated depreciation at 31 December 2023

54 184

-

Amortization and impairment

16 672

-

Accumulated depreciation at 31 December 2024

70 856

-

Amortization and impairment

16 672

-

Accumulated depreciation at 31 December 2025

87 528

-

Book value at 31 December 2021

145 880

144 000

Book value at 31 December 2022

129 209

144 000

Book value at 31 December 2023

112 536

144 000

Book value at 31 December 2024

95 865

144 000

Book value at 31 December 2025

79 192

144 000

The carrying amount of goodwill is allocated to the acquired business in Europe at NOK 144 million. The recoverable amount has been determined based on its value in use.

The impairment test is based on cash flow projections for the business related to the investment, using the most recent financial forecast. The main assumptions are:

Sales growth and related expenses are based on current penetration and future growth potential as assessed by management. This assessment considers experiences from high-growth markets as well as more mature markets within the company portfolio.

With minor exceptions, sales are in Euro. The assumed exchange rate in the forecast projection for NOK/EUR is 11.8, compared to an exchange rate of 11.7 used for the 2024 testing.

The impairment test is based on a 10-year cash flow projection, excluding the terminal year. A 10-year period is applied as it reflects changes in hospital practices driven by the product and the low churn experienced in other markets.

The applied discount rate for the testing is 22.0% post-tax, equal to the discount rate in the 2024 testing.

The applied tax rate is 22%.

60

Annual Report Photocure – Results 2025

14. PROPERTY, PLANT, EQUIPMENT, INTANGIBLES AND LEASE ASSETS

(Amounts in NOK 1 000)

Group

Intangible assets

Right-of-use

Machinery and Equipment

Registry intangible

Other intangible assets

Office Lease

Medical & manu-

facture

Office

Total

Accumulated cost at 31 December 2021

-

4 933

31 062

776

9 348

46 119

Additions

-

1 133

3 498

78

3 532

8 241

Disposals and lease expiry

-

-

-83

-

-1 797

-1 880

Accumulated cost at 31 December 2022

-

6 066

34 477

854

11 083

52 480

Additions

8 250

1 510

2 582

260

2 371

14 973

Disposals and lease expiry

-

-

-8 324

-

-

-8 324

Accumulated cost at 31 December 2023

8 250

7 576

28 735

1 114

13 454

59 129

Additions

9 240

1 286

5 083

-

3 034

18 643

Disposals and lease expiry

-

-

-

-

-354

-354

Accumulated cost at 31 December 2024

17 490

8 857

33 818

1 114

16 134

77 418

Additions

3 549

14 913

-

154

391

-

Disposals and lease expiry

-

-

-1 412

-

-

-

Accumulated cost at 31 December 2025

21 039

23 770

32 406

1 268

16 525

95 008

Accumulated depreciation at 31 December 2021

-

3 778

2 371

442

5 954

12 545

Amortization and depreciation

-

615

5 779

161

1 151

7 706

Disposals and lease expiry

-

-

236

-

-486

-250

Accumulated depreciation at 31 December 2022

-

4 393

8 386

603

6 619

20 001

Amortization and depreciation

849

1 178

6 729

145

2 113

11 014

Disposals and lease expiry

-

-

-5 420

-

-

-5 420

Accumulated depreciation at 31 December 2023

849

5 571

9 695

748

8 732

25 595

Amortization and depreciation

3 091

1 204

5932

104

1 794

12 125

Disposals and lease expiry

252

11

1918

1 340

3 521

Accumulated depreciation at 31 December 2024

4 192

6 786

17 545

852

11 866

41 241

Amortization and depreciation

4 497

1 138

5 608

55

1 502

12 800

Disposals, lease expiry and currency adjustments

-585

5

-629

-

-25

-1 234

Accumulated depreciation at 31 December 2025

8 104

7 929

22 524

907

13 343

52 807

Book value at 31 December 2022

-

1 673

26 091

251

4 464

32 479

Book value at 31 December 2023

7 401

2 000

19 040

366

4 722

33 529

Book value at 31 December 2024

13 298

2 071

16 273

262

4 268

36 173

Book value at 31 December 2025

12 935

15 840

9 882

361

3 182

42 201

PPE are depreciated on a straight-line basis over the estimated useful life of the asset as follows

4 years

3 - 5 years

Contract period

3 - 5 years

3 - 5 years

The registry intangible, with a net book value of NOK 12.9 million, is recorded in the Photocure Inc accounts. The right-of-use assets include a net book value of NOK 4.9 million in Photocure Inc and NOK 0.8 million in Photocure GmbH. Machinery and equipment have a net book value of NOK 1.7 million in Photocure Inc and NOK 0.5 million in Photocure GmbH. The remaining assets belong to the parent company.

61

Right-of-use assets (Lease)

31-Dec-24

31-Dec-25

(Amounts in NOK 1 000)

Discount rate

Contract value

Expiry

New/increase contracts

Remeasure

Contract value

Right-of-use office contract Norway

3.15 %

14 340

-

14 340

Right-of-use office contract US

3.70 %

12 822

(1 439)

11 383

Right-of-use office contract Germany

1.40 %

1 936

8

1 944

Right-of-use office company car fleet Germany

1.40 %

4 720

19

4 739

Total lease assets

33 818

32 406

The right-of-use assets comprise office lease contracts covered by IFRS 16, including lease contracts for the company car fleet in Germany. The calculation of the lease asset excludes utility services shared by the tenants.The parent company has a 6-year rental agreement for office premises at Hoffsveien 4 in Oslo, starting September 1, 2021, and ending August 31, 2027. The agreement gives Photocure an option to extend the rental period by 4 years. The rent amounts to NOK 2.9 million for the period from January 1, 2026, to December 31, 2026. The rent for the remaining period until the expiry of the agreement amounts to NOK 7.6 million.On December 13, 2021, Photocure Inc signed a lease amendment to move to a new office of 5,212 square feet in Carnegie Center and to extend the lease term by six years, with an expiration date of December 31, 2028. The lease commitment is NOK 11.2 million (USD 1.1 million) at a 3.7% discount rate. The rent commitment for the period from January 1, 2026, to December 31, 2026, is NOK 2.2 million, while the rent for the remaining period until the expiry of the agreement amounts to NOK 8.9 million.Photocure GmbH entered into a new office lease agreement in Düsseldorf from January 1, 2024, ending December 31, 2026. The lease commitment is NOK 1.9 million, and the rent commitment for the period from January 1, 2026, to December 31, 2026, is NOK 0.8 million. The standard lease period for the car fleet in Germany is 36 months. As of December 31, 2025, Photocure GmbH had 10 lease agreements with an average remaining lease term of 18.44 months.

15. SUBSIDIARIES

(Amounts in NOK 1,000)

Company

Country

Ownership

Book value

31-Dec-25

31-Dec-24

31-Dec-25

31-Dec-24

Photocure Inc.

USA

100 %

100 %

25 449

22 596

Photocure GmbH

Germany

100 %

100 %

3 925

3 388

Photocure SAS

France

100 %

100 %

782

641

Photocure Canada Inc.

Canada

100 %

100 %

-

-

Photocure Srl

Italy

100 %

0 %

118

-

Total subsidiaries

30 274

26 626

16. INVENTORIES

(Amounts in NOK 1 000)

Group

Parent

31-Dec-25

31-Dec-24

31-Dec-25

31-Dec-24

Raw materials

4 216

2 022

4 216

2 022

Resale products

6

6

6

6

Semi-finished and finished goods

40 152

37 508

37 141

34 466

Total inventories

44 373

39 536

41 362

36 494

The raw materials inventory consists of active substances for pharmaceutical products. Raw materials are valued at cost. Finished and semi-finished goods are valued at full manufacturing cost. Consumption is accounted for in accordance with the FIFO principle. Obsolete goods are written down to net realizable value. Provisions and write-downs of inventories are included in the cost of goods sold in the income statement.

62

Annual Report Photocure – Results 2025

17. FINANCIAL RISK

The note describes the Company’s various financial risks and their management. Additionally, it includes numerical presentations of risks associated with financial risks.

(I) Organization of Financial Risk ManagementPhotocure operates internationally and is exposed to various financial risks, including currency risk, interest rate risk, commodity price risk, liquidity risk, and credit risk. Responsibility for managing these financial risks lies with the company’s management, encompassing financing, interest rate and currency management, as well as risks within business areas and those associated with the company’s business processes. Financial risk is also monitored by the Board of Directors.

Centralized Risk ManagementPhotocure has a centralized finance department that ensures the company’s financial flexibility for both long-term and short-term actions. This department monitors and manages financial risk in collaboration with the individual business units within the company. The finance department maintains communication with the company’s banking partners and executes hedging transactions related to interest and currency when necessary. Required authorizations for borrowing and entering into derivative agreements are granted by the Board of Directors. Any transactions involving financial instruments are supported by an underlying commercial hedging requirement.

Commercial Operations – Production, Sales, and MarketingPhotocure manufactures, markets, and sells its products through its own sales organization in Europe and North America, as well as through license partners in other countries. Revenues from license partners consist of two elements: sales of products to license partners and milestone revenues. Photocure manufactures its products through renowned contract manufacturers in Italy, Spain, the Netherlands, and Austria. The prices of raw materials are a risk factor. Photocure’s commercial operations in North America expose the company to currency risk against USD/CAD, as both revenues and expenses are in USD/CAD. The same applies to commercial operations in Europe, which are mostly in Euros. Currency risks are partly naturally hedged by purchasing goods and services in EUR and USD.

(II) Classes of financial risk

Interest Rate RiskPhotocure has an interest-bearing earnout liability from 2020, with an original interest rate equal to the internal rate of return for the investment project, which has since been adjusted according to changes in interest rate levels. Additionally, Photocure has interest-bearing leasing and pension liabilities. The long-term bank loan, which was settled in 2023, had a floating interest rate, and 90% of the loan was state-guaranteed.

The company’s risk related to interest income is mainly associated with its holdings of cash and cash equivalents. The main strategy is to diversify the risk by investing in money market funds and bond funds with low risk, high liquidity, and short duration. More than 90% of the investments are denominated in NOK and are not hedged.

Liquidity and Funding RiskThe Company monitors its cash flows from both long-term and short-term perspectives through planning and reporting. Photocure does not have any loan agreements that involve covenants or other restrictions. Photocure uses a multi-currency consolidated bank account system that provides flexibility in drawing on multiple currencies. The company may require new capital in the future, and adequate sources of capital funding may not be available when needed or may not be available on favorable terms.

A main objective of Photocure’s financial policy is to ensure that the company has the financial freedom to act both short-term and long-term to achieve strategic and operational goals. Photocure’s policy is to have sufficient funds to cover known capital requirements for the forthcoming 12 months, in addition to maintaining a strategic reserve. Photocure follows a low-risk investment strategy for its liquid funds. The return on these liquid funds depends on the interest rates in the money markets and will therefore vary over time.

63

The following table presents an overview of the maturity structure of the Group’s financial obligations, based on non-discounted contractual payments:

Remaining period

(Amounts in NOK 1 000)

Less than 1 month

1–3 months

3–12 months

1–5 years

Total

31-Dec-25

Accounts payable

29 279

718

29 997

Withholding tax and social securities

2 411

2 411

Other current liabilities

29 218

18 261

25 565

73 044

Loan and lease liabilities

11 268

33 804

103 795

148 867

31-Dec-24

Accounts payable

18 767

676

19 443

Withholding tax and social securities

2 594

2 594

Other current liabilities

30 272

18 920

26 487

75 678

Loan and lease liabilities

11 173

33 519

104 599

149 291

Credit riskManagement of credit risk associated with accounts receivable and other operational receivables is handled as part of the commercial risk and is continuously monitored as part of normal operations. Photocure is primarily exposed to credit risk associated with accounts receivable and other short-term receivables. Photocure’s sales consist of a mix of direct sales to hospitals, pharmacies, and wholesalers in Europe and North America. The credit risk is limited as the customers are hospitals that are either publicly owned or financed by public funds or insurance companies. The same applies to wholesaler customers. Photocure’s credit risk is considered moderate, and the company does not use credit insurance.

Currency risk As NOK is the Company’s presentation currency, Photocure is exposed to translation risk associated with its foreign net exposure. Photocure’s revenues and costs are incurred in different currencies, primarily EUR and USD, exposing the company to exchange rate fluctuations. The company regularly monitors the need for hedging large transactions. Bank accounts in foreign currencies are actively used to reduce exposure to all main currencies, and currency risk is somewhat naturally hedged in EUR and USD, by having both revenues and costs in the same currency. However, in both 2025 and 2024, Photocure had a cash surplus in EUR and a cash deficit in USD. The Company did not enter into any currency hedging contracts during 2025.

The following table shows the Company’s sensitivity to potential changes in the NOK exchange rate, assuming all other factors remain constant. The calculation is based on the same change relative to all relevant currencies. The effect on the income statement arises from changes in the value of monetary items.

(Amounts in NOK 1 000)

Change in the NOK exchange rate

Effect on operating profit/loss

2025

+/- 10 %

+/-10.205

2024

+/- 10 %

+/-12.451

2023

+/- 10 %

+/-15.374

64

Annual Report Photocure – Results 2025

18. FAIR VALUE

The table below provides an overview of financial assets recognized in the balance sheet at fair value according to the valuation method. The different levels are defined as follows:

Level 1: Quoted prices in active markets for identical assets or liabilities.Level 2: Valuation techniques using observable inputs other than quoted prices included in Level 1, either directly (i.e., as prices) or indirectly (i.e., derived from prices of equivalent items).Level 3: Valuation techniques using inputs that are not based on observable market data.

(Amounts in NOK 1 000)

Market value hierarchy

Level 1

Level 2

Level 3

Total

Money market funds

197 214

197 214

Earnout liability, ref note 22

(100 083)

(100 083)

Total

197 214

-

(100 083)

97 131

19. RECEIVABLES

The company’s maximum credit risk associated with financial instruments corresponds to gross receivables. In a hypothetical situation where no receivables are actually paid, this would correspond to:

(Amounts in NOK 1 000)

Group

Parent

31-Dec-25

31-Dec-24

31-Dec-25

31-Dec-24

Accounts receivable

74 919

66 856

41 363

36 486

Accounts receivable intercompany

-

-

32 825

19 696

Total

74 919

66 856

74 188

56 182

Prepaid expenses

19 438

18 367

10 840

11 297

Other receivables and deposits

7 678

5 370

1 011

469

Total other receivables

27 116

23 737

11 851

11 767

Loan to the subsidiary is disclosed in Note 10.

Age breakdown of group accounts receivable

Not yet due

0–30 days

30–60 days

60–90 days

Over 90 days

Total

31 December 2025

21 604

15 653

30 592

2 909

4 161

74 919

31 December 2024

42 760

15 115

3 923

4 722

335

66 856

Photocure’s sales are primarily to hospitals, pharmacies, and wholesalers in Europe and North America.

Photocure has implemented the expected loss model under IFRS 9 for trade receivables. The expected loss as of December 31, 2025, amounts to NOK 1.2 million. Realized bad debt losses in 2024 and 2025 have been immaterial. Credit risk and foreign exchange risk related to trade accounts receivable are discussed in more detail in Note 17.

65

20. cash and short term deposits

(Amounts in NOK 1 000)

Group

Parent

31-Dec-25

31-Dec-24

31-Dec-25

31-Dec-24

Cash and cash equivalents, restricted

4 242

5 018

4 242

5 018

Cash and cash equivalents, non-restricted

37 438

88 323

10 018

53 871

Money market funds, non-restricted

197 214

200 511

197 214

200 511

Total

238 894

293 852

211 474

259 400

Money market funds are considered cash equivalents because they are readily convertible to known amounts of cash and are held for the purpose of meeting short-term cash commitments.

Restricted cash and cash equivalents as of December 31, 2025, include NOK 1.4 million for employees’ withholding tax security, with the remaining amount referring to a deposit for office rent.

21. SHARE CAPITAL

Amounts that are distributed to or contributed by shareholders are included directly in the equity. The Group’s equity is increased in direct relation to the cost of share-based remuneration for employees.

The nominal value of treasury shares is presented in the balance sheet as a negative equity element. The net purchase price is entered as a reduction of other paid-in equity. Profits or losses on transactions in treasury shares are not included in the income statement.

Transaction charges in connection with equity transactions are included directly in equity after deduction for tax. Only transaction charges that are directly attributable to the equity transaction are included directly in equity.

Registered share capital in Photocure ASA amounted to:

No. of shares

Nominal value per share NOK

Share capital in NOK

Share capital at 31 December 2024

27 120 820

0,50

13 560 410

Share capital at 31 December 2025

27 120 820

0,50

13 560 410

Treasury shares:

Holdings of treasury shares at 31 December 2024

15 122

7 561

Buy-back of treasury shares

500 000

0.50

250 000

Transfer of restricted shares to employee

-974

0.50

-487

Holdings of treasury shares at 31 December 2025

514 148

257 074

All shares have equal rights. Ordinary shares are classified as equity. Expenses that are directly attributable to the issue of ordinary shares are included as a reduction of equity.

At the General Meeting 5 May 2025, the Board of Directors of Photocure ASA was granted authorisation to purchase treasury shares to 2.7 million shares. The basis for this authorisation to purchase treasury shares is the desire by the Board of Directors to increase the liquidity of the Company’s shares and in connection with the incentive schemes.

All authorisations are valid up until the Ordinary General Meeting in 2026. Previously issued authorisations have expired.

66

Annual Report Photocure – Results 2025

The table below indicates the status of authorizations at 31 December 2025:

Purchase, treasury shares

(Figures indicate the number of shares)

Authorisation issued at the General Meeting on 5 May 2025

2 712 082

Purchase of treasury shares after 5 May 2025

-

Remaining under authorisations at 31 December 2025

2 712 082

2 860 513 share options have been allocated to employees 31 December 2025 (see note 6).

Ownership structureThe major shareholders in Photocure as of 31 December 2025 were:

Shares

Shareholding

Morgan Stanley & Co. LLC

5 495 445

20.3 %

Skandinaviska Enskilda Banken AB

2 000 000

7.4 %

Skandinaviska Enskilda Banken AB

977 932

3.6 %

Nordnet Bank AB

675 587

2.5 %

MP Pensjon PK

618 418

2.3 %

J.P. Morgan SE

557 835

2.1 %

Photocure ASA

514 148

1.9 %

The Bank of New York Mellon SA/NV

510 466

1.9 %

J.P. Morgan SE

500 000

1.8 %

JPMorgan Chase Bank, N.A., London

487 015

1.8 %

Nordnet Livsforsikring AS

468 408

1.7 %

Skandinaviska Enskilda Banken AB

453 122

1.7 %

Verdipapirfondet klpAksjenorge IN

284 546

1.0 %

Skandinaviska Enskilda Banken AB

274 644

1.0 %

Avanza Bank AB

247 864

0.9 %

Vohra

238 398

0.9 %

Verdipapirfondet Storebrand Indeks

206 020

0.8 %

Verdipapirfondet DnbNorge Indeks

205 088

0.8 %

Verdipapirfondet KlpAksjenorge

205 033

0.8 %

Pivot Invest 2 As

204 675

0.8 %

Total of 20 largest shareholders

15 124 644

55.8 %

Treasury shares

514 148

1.9 %

Total other shareholders

11 482 028

42.3 %

Total number of shares

27 120 820

100.0 %

67

Shares owned, directly or indirectly, by members of the Board of Directors, the President and CEO and senior management and their closely related associates as of 31 December 2025::**See note 6 for additional information about the share options.

Name

Position

No. of shares

No. of share options**

Daniel Schneider

President & CEO

99 689

577 500

Erik Dahl

Chief Financial Officer

32 750

338 750

Anders Neijber

VP Global Medical Affairs and Clinical Development

-

204 000

Anja Gossens-von der Heidt

Head of Global Human Resources

-

90 000

Geoffrey Coy

VP and General Manager North America

15 207

261 250

Jane Healy

VP & General Manager EMEA

-

140 000

Dylan Hallerberg

Chairperson of the board

150 000

36 390

Ghizlane Tagmouti

Board member

25 000

16 475

Neal Shore

Board member

13 500

20 448

22. LOAN TERMS AND REPAYMENT

(Amounts in NOK 1 000)

Currency

Nominal

interest rate

Year of

maturity

Loan

amount

01.01

Instal-ment and

interest

Book value

31-Dec-25

1st year

instal-ments

Deferred consideration (Earnout)

NOK/EUR

2030

126 761

-40 580

109 988

9 905

Right-of-use office contract Norway

NOK

3.15 %

2027

7 208

-2 556

4 652

2 646

Right-of-use office contract US

USD

3.70 %

2028

6 002

-2 088

4 879

1 974

Right-of-use office contract Germany

EUR

1.40 %

2026

933

-765

698

698

Right-of-use company car fleet Germany *

EUR

1.40 %

2025

1 340

-824

121

137

Total non-current liabilities

142 244

120 337

15 360

*There are seperate lease agreements for each lease subject

Hexvix sales, marketing, and distribution rights in Europe and other markets previously controlled by Ipsen Pharma SAS (Ipsen) were acquired by Photocure on October 1, 2020. Under the final agreement, Photocure paid Ipsen EUR 15 million upon transfer on October 1, 2020. Additionally, Ipsen receives a deferred consideration of 15% of sales (years 1-7 post-transfer) and 7.5% of sales (years 8-10) in the former Ipsen major markets. The deferred consideration is paid as quarterly earnout payments in EUR after the close of each quarter.The fair value of the deferred consideration is driven by future expected sales and is remeasured on a yearly basis. There was no remeasurement as of December 31, 2025. The remeasurement for 2023 resulted in an increase in fair value of NOK 1.4 million. Photocure has discounted the estimated earnout payments by an IRR aligned with the investment project, adjusted for changes in borrowing interest levels. This IRR is deemed appropriate as a discount rate for the earnout payments since the level of the payments will be subject to the same risk factors as the cash flow prognosis for the acquisition as a whole. Future sales, given performance in 2025 and growth opportunities going forward, are expected to align with forecasts prepared in connection with the transaction.Photocure has remeasured the earnout liability in NOK and based the forecasted cash flow on a fixed exchange rate of EUR/NOK 11.8, compared to an exchange rate of 11.7 in the prior year’s remeasurement.The agreement with Ipsen established a floor revenue for the earnout from 2022 to the end of the forecast period, with no upper cap on revenue. The total undiscounted amount of the earnout may range from NOK 129 million to NOK 207 million, depending on revenue and the development of the exchange rate between EUR and NOK. In the sensitivity analysis, revenue has been varied within a range of -25% to +25% compared to the base case. Based on this analysis, the corresponding net present value of the liability may decrease or increase by approximately NOK 25 million.

68

Annual Report Photocure – Results 2025

The disclosures in this note cover both the Group and the Parent Company. The earn-out liability, financial loan and the Oslo office lease are accounted for in the Parent Company

Group & Parent

Earnout liability

Financial loan bank

Office Lease Oslo

Office Lease Princeton, US

Office and car Lease Germany

Total

Accumulated 31 December 2022

142 709

12 500

11 433

9 592

6 013

182 247

Proceeds from loans and borrowing

1 023

1 023

Loan repayment and earnout instalments

-8 940

-12 500

-21 440

Payment of lease liabilities

-2 427

-1 360

-2 794

-6 581

Total changes from financing

-8 940

-12 500

-2 427

-1 360

-1 771

-26 998

Remeasurerd liability

2 472

758

-1

631

3 860

Terminated lease liability

-3 282

-3 282

New lease liability

-

Interest expense

25 424

209

332

273

99

26 336

Interest paid

-25 581

-209

-332

-273

-99

-26 493

Total liability related changes

2 315

-

758

-1

-2 651

421

Accumulated 31 December 2023

136 084

-

9 764

8 231

1 591

155 670

1th year instalments

-8 404

-

-2 889

-1 745

-980

-14 017

Accumulated 31 December 2023

136 084

-

9 764

8 231

1 591

155 670

Proceeds from loans and borrowing

2 284

2 284

Loan repayment and earnout instalments

-10 554

-10 554

Payment of lease liabilities

-2 556

-1 733

-1 650

-5 939

Total changes from financing

-10 554

-

-2 556

-1 733

634

-14 209

Remeasurerd liability

537

829

48

1 414

Terminated lease liability

-

Interest expense

27 292

-

308

278

157

28 035

Interest paid

-26 580

-

-308

-278

-157

-27 323

Total liability related changes

1 249

-

-

829

48

2 126

Accumulated 31 December 2024

126 779

-

7 208

7 327

2 273

143 587

1th year instalments

-9 636

-

-2 631

-1 795

-1 722

-15 784

Accumulated 31 December 2024

126 779

-

7 208

7 327

2 273

143 587

Proceeds from loans and borrowing

-16 006

-16 006

Loan repayment and earnout instalments

-

Payment of lease liabilities

-2 556

-2 088

-1 589

-6 233

Total changes from financing

-16 006

-

-2 556

-2 088

-1 589

-22 239

Remeasurerd liability

-209

-361

135

-435

Terminated lease liability

-

Interest expense

23 997

-

308

268

97

24 671

Interest paid

-24 574

-

-308

-268

-97

-25 247

Total liability related changes

-786

-

-

-361

135

-1 012

Accumulated 31 December 2025

109 987

-

4 652

4 878

819

120 337

1th year instalments

-9 905

-

-2 631

-1 974

-1 722

-16 232

69

23. ACCOUNTS PAYABLE AND OTHER CURRENT LIABILITIES

(Amounts in NOK 1 000)

Group

Parent

31-Dec-25

31-Dec-24

31-Dec-25

31-Dec-24

Accounts payable

29 997

19 443

24 990

15 299

Accounts payable intercompany

-

-

90 664

50 463

Total

29 997

19 443

115 654

65 762

Accrued bonus, holiday pay, salaries

43 927

44 184

22 699

21 665

Short-term payable, intercompany

-

-

-

6 402

Miscellaneous other accrued costs

19 212

21 861

10 856

8 035

Total other current liabilities

63 139

66 045

33 555

36 102

The incurred earnout liability is for net sales in the last quarter. Accrued bonus, holiday pay, and salaries include accruals for the estimated annual bonus as of December 31, 2025. The final annual bonus for the Group will be decided by the Board of Directors.

24. SUBSEQUENT EVENTS

In February 2026, the marketing authorization application (MAA) for Cevira was accepted for review by the European Medicines Agency (EMA). In March 2026, Asieris received the Drug Registration Certificate from China’s National Medical Products Administration (NMPA), enabling commercial launch in China. The company has also reached an agreement with the U.S. FDA on the design of a separate Phase III trial to support Cevira’s potential U.S. approval.

There are no other subsequent events after December 31, 2025, that had any material impact on the Financial Statements.

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