Medistim ASA

20252025

CORPORATE

ANNUAL

REPORT

2025

Contents

1. MEDISTIM IN BRIEF 4

2. MEDISTIM MILESTONES 19842025 5

3. KEY FIGURES 6

4. LETTER FROM THE CEO 8

5. BOARD OF DIRECTORS REPORT 10

5.1 Operational review 10

5.2 Regional development 12

5.3 Organization, HSEQ & sustainability 16

5.4 Financial review 16

5.5 Parent company financial review 17

5.6 Corporate governance 18

5.7 Main risk factors 18

5.8 Events after the balance sheet date 19

5.9 Outlook 19

5.10 Shareholder information 20

6. EXECUTIVE MANAGEMENT & BOARD OF DIRECTORS 22

6.1 Management team 22

6.2 Board of Directors 24

7. COMPANY DESCRIPTION 26

7.1 Vision, mission, values 26

7.2 Medistim’s solutions 27

7.3 Strategy 28

7.4 Technology and products 28

7.5 Research and development 30

7.6 Clinical application areas and target markets 33

7.7 Market for cardiac procedures 33

7.8 Market for Vascular surgeries 35

7.9 Geographical target markets 36

8. CORPORATE GOVERNANCE REPORT 38

8.1 Implementation and reporting on corporate governance 38

8.2 Business activity 38

8.3 Equity and dividend 38

8.4 Equal treatment of shareholders and transactions with closely

related parties 39

8.5 Shares and negotiability 40

8.6 The general meeting 40

8.7 Nomination Committee 40

8.8 Board of Directors, composition and independence 41

8.9 The work of the Board of Directors 42

8.10 Risk management and internal control 42

8.11 Remuneration of the Board of Directors 43

8.12 Remuneration of executive personnel 43

8.13 Information and communications 43

8.14 Takeovers 44

8.15 Auditor 44

9. SUSTAINABILITY REPORT 45

9.1 Strengthening human health through improved surgery 45

9.2 Product stewardship 49

9.3 Responsible business 51

9.4 People 52

10. GROUP CONSOLIDATED FINANCIAL STATEMENTS 55

10.1 Consolidated income statement and other comprehensive

income 55

10.2 Consolidated statement of financial position 56

10.3 Consolidated cash flow statement 57

10.4 Consolidated statement of change in equity 58

10.5 Basis for preparation of financial statements 59

10.6 Use of estimates and judgement 59

10.7 New and amended standards effective from 2025 60

10.8 New and amended standards not yet effective 60

10.9 Notes to the accounts 60

11. PARENT COMPANY FINANCIAL STATEMENTS 97

11.1 Income statement Medistim ASA 97

11.2 Balance sheet Medistim ASA 98

11.3 Cash flow statement 99

11.4 Accounting principles 100

11.5 Notes to the accounts 101

1. MEDISTIM IN BRIEF

Cardiac and vascular diseases continue to be the most common cause of death in the

Western world. Globally, more than 700 000 patients undergo coronary artery bypass

surgery annually, while more than 1 300 000 patients have vascular surgery procedures

performed. Over the past four decades, Medistim’s mission has been to serve patients,

surgeons and health care providers with innovative and cost-effective medical devices

that measure blood flow and visualize atherosclerosis and thereby help improve the

quality and outcome of cardiac and vascular surgery.

One million beating hearts later, Medistim has set the standard in the field.

Today, Medistim’s proprietary products are regarded as standard-of-care in several

European countries and Japan, while market adoption is growing in the USA, Asia and the

Middle East. In addition, Medistim’s third party business represents about 100 different

medical technology companies as a distributor of their products in Scandinavia.

Medistim is a market leader within intra-operative transit time flow measurement

(TTFM) and ultrasound imaging, providing the MiraQ™ system to the global market.

These systems enable medical professionals to reduce risk and enhance quality of

cardiac, vascular and transplant surgery. They provide clinically relevant information

that empowers surgeons to make better-informed decisions in the operating room.

The company’s devices are developed by working closely together with surgeons, who

in turn have produced a growing amount of clinical data and studies that point to their

efficacy and cost-effectiveness. Medistim is committed to continuing to serve the

cardiac and vascular surgeons by investing in new product development.

Medistim has wholly owned subsidiaries with marketing and sales organizations in the

USA, Germany, China, Spain, Canada, the United Kingdom, Denmark, Sweden, Norway

and a newly established organization in Japan. In addition, a global distributor network

represents the company in more than 70 countries in Asia, Europe, Latin America and

Africa. Medistim ASA is listed on the Oslo Stock Exchange and has its global head

office in Oslo, Norway.

Medistim Annual Report - Fiscal year 2025 | page 4

1999

MiraQ™

launched

in Europe

2014

Butterfly™

launched in

Europe

CardioMed™

launched in

Europe

PATENT

Study in

Peripheral

Bypass

MiraQ Cardiac

INTUI Software

launch

VeriQ™

launched

in Europe

2003

MiraQ™ launched

in the USA

2016

Medi-Stim

AS Founded

Acquisition of Kir-Op AS

- a Norwegian distributor

of medical devices

2006

Manufacturing

established in

Horten, Norway

2024

Direct offices est.

in China, Sweden

& Canada

2023

Listing on the

Oslo Stock

Exchange

Awarded

Innovation

Norway’s

Internationalization

Award

FDA clearance

for the

Butterfly™ in

the USA

2009

VeriQ C™

launched in

Europe

2010

European

Guidelines

recommend

routine use of

TTFM in CABG

Final

results from

REQUEST

study

REQUEST study

published in

JTCVS*

CIDAC study

published in

EJVES**

Updated

ESVS***

Guidelines for

CEA)

2022

Clearance for

sale of MiraQ™ in

Canada and Japan

Expert consensus

paper published in the

journal Circulation with

strong advocacy for the

routine use TTFM

2021

*The Journal of Thoracic and Cardiovascular Surgery

**The European Journal of Vascular and Endovascular Surgery

***European Society of Vascular Surgery

UK’s NICE

endorses routine

use of TTFM in

CABG

2011

2. MEDISTIM MILESTONES 1984-2025

40-year

Anniversary!

2004 2008 2018 20202019

1998199719941984

2025

Medistim Annual Report - Fiscal year 2025 | page 5

5A

(343M people)

200 000 procedures

~ 40 % Medistim share

(84M people)

50 000 procedures

5 % Medistim share

(86M people)

44 000 procedures

> 80 % Medistim share

USA

(1.4B people)

80 000 procedures

60-70 % Medistim share

China

(69M people)

15 000 procedures

25 % Medistim share

(213M people)

40 000 procedures

< 5 % Medistim share

Brazil

(1.4B people)

130 000 procedures

3 % Medistim share

India

Germany

Turkey

(124M people)

17 000 procedures

> 90 % Medistim share

Japan

Medistim share

Competition share

Open market (finger palpation)

5 %

40 %

55 %

TTFM adoption in CABG

Adoption of TTFM varies significantly across

countries, with Japan, China, and Central and

Northern Europe leading the market, while the USA

continues to show steady growth. Large markets

like India and Brazil present promising opportunities

for future expansion. Overall, TTFM is increasingly

becoming the standard of care, yet substantial

growth potential remains in several key markets for

Medistim.

>700 000

procedures

3. KEY FIGURES

Medistim Annual Report - Fiscal year 2025 | page 6

Dividend in NOK per share and Pay-out ratio

Capital sales and recurring sales of own products in MNOK

Sales in MNOK

EBIT in MNOK and EBIT %

Medistim Annual Report - Fiscal year 2025 | page 7

4. LETTER FROM THE CEO

RECORD PERFORMANCE IN 2025: NOK 700

MILLION IN SALES AND 28 % EBIT MARGIN

After 4 quarters of consistent, strong financial results,

Medistim brought the full-year revenue to NOK 700

million at 28 % EBIT margin. Looking more closely, and

adjusting for currency effects, growth in Medistim’s own

products was an impressive 28 % for the year.

We began the year under the banner One Team. Bold Moves.

Excellence Redefined. It marked the start of a transformative

chapter—reshaping our organization, welcoming talented

new colleagues with fresh perspectives and ambitious goals

and launching impactful initiatives across the company.

Among the many projects and priorities we have advanced

in 2025, a few highlights include:

 Strengthening our global commercial operations:

In January, we introduced a new organizational

structure under new CCO leadership, with a clear

focus on elevating the quality of support, training,

and education for our sales teams. The result will

be more meaningful, high-impact time with both

existing and new customers around the world.

 Launching the new INTUI software for the MiraQ

Cardiac system: The rollout of INTUI energized

our marketing organization and inspired our global

teams. We began delivering the first systems in the

Our vision is a world where intraoperative blood flow assessment and

high-frequency ultrasound imaging are indispensable to improving

patient outcomes and advancing surgical precision. Building on decades

of collaboration with leaders in cardiovascular surgery, we remain

committed to making Medistim’s solutions the global standard of care.

-Kari E. Krogstad

President & CEO

“

Medistim Annual Report - Fiscal year 2025 | page 8

second half of the year, and the early feedback from surgeons

experiencing the new user interface has been highly encouraging.

In 2026, our focus will be on accelerating volume growth and

realizing the full potential of this higher-value, premium-priced

offering.

 Advancing the PATENT study in peripheral bypass surgery:

By year-end, we had enrolled approximately 70 patients.

Collaborating with some of the world’s leading thought

leaders in vascular surgery not only strengthens our clinical

foundation but also fosters valuable relationships and fuels our

commitment to growing and advancing our vascular business.

It is particularly rewarding to see growth coming from all regions.

AMERICAS, contributing with >50 % of Medistim’s own product sales,

stands out as the clear leader, delivering 40 % growth for the full year,

currency neutral. APAC also grows at 40 % for the year, while EMEA

finished the year up 7 % currency neutral—solid performance in a region

characterized by several highly penetrated CABG markets.

We continue to invest decisively in the company and in our future. In

2025, we invested 40.2 million NOK in R&D, product maintenance, and

innovation, of which 22.9 million NOK was capitalized. Allocating 6.3 %

of our annual revenue to product development underscores our strong

commitment to strengthening our portfolio—delivering continuous

improvements while also bringing meaningful, next-generation solutions

to our customers.

We also invested NOK 4.6 million in the PATENT study and other key

clinical initiatives. Despite this, we achieved strong operating profit

growth, with EBIT at 196.2 million for the full year, and an EBIT

margin of 28.0 %.

Looking onwards into 2026, we see exciting opportunities emerging:

 Launching a landmark clinical trial in CABG: A large, randomized

study comparing the use of Transit Time Flow Measurement

(TTFM) to its absence will soon begin. The SmartFlow trial, led

by Professor Mario Gaudino, has the potential to generate the

evidence needed for guideline endorsement by the US Society of

Thoracic Surgeons. The study will be performed with Medistim’s

MiraQ technology and the company is a sponsor of the trial.

 Embracing minimally invasive approaches: Interest in minimally

invasive CABG techniques, including robotics, continues to

grow. In these procedures, TTFM becomes even more critical, as

surgeons cannot rely on palpation to assess vessels. Medistim is

already serving these pioneering surgeons with our technology,

and we are exploring ways to better support them in the future.

 Coronary CT angiography gains momentum: The use of

coronary CT angiography as a diagnostic tool for optimizing

revascularization treatment is receiving increasing attention,

raising expectations for a potential rise in CABG procedures in

the future.

After 4 strong quarters and a record year behind us, I extend my

sincere thanks to the entire Medistim team, our board of directors,

our customers, and all stakeholders for their dedication and support

throughout 2025. We look forward to building on this momentum

and achieving even greater progress together in 2026.

April 14

, 2026

Kari E. Krogstad

President and CEO

Medistim Annual Report - Fiscal year 2025 | page 9

5. BOARD OF DIRECTORS REPORT

The business is focused on ensuring

quality within cardiac and vascular surgery.

Cardiovascular diseases are the most

common cause of death in the Western

world and on the rise in Asian and Latin

American countries adopting Western

lifestyles. The Group’s products contribute

to improved quality of surgery, which

in turn reduces risk to the patients and

contributes to a more efficient health

economy. Worldwide, over 700 000 CABG

(Coronary artery bypass Graft procedures)

and 1 300 000 vascular procedures are

performed each year. On a global scale,

Medistim has a leading position within

quality control of CABG.

Medistim is also a distributor of other

medical devices through its subsidiaries

Medistim Norge AS, Medistim Denmark Aps

and Medistim Sweden AB. The products

distributed are medical devices within all

types of surgery.

5.1 Operational review

Medistim increased its coverage of

cardiovascular surgery procedures in 2025.

This was driven by increased direct presence

through the established subsidiaries, but also

through increased physical meetings and

exhibition participation in 2025. Medistim

experiences that close customer contact,

exchange of information and influence are

positive for business development. Costs

related to travel and physical meetings went up

in 2025, but the improved customer contact

contributed to a sales growth of 24.4 % in NOK

and a solid pipeline of leads entering 2026.

In 2025 there was solid growth in all market

regions. AMERICAS, driven by the USA, delivered

a growth in sales of 35.9 % after changing

local management. The APAC region delivered a

sales growth of 41.2 % driven by the new direct

representation in China. In EMEA sales increased

by 8 %. As a consequence, operating profit

(EBIT) increased 50 % compared to last year

and ended at MNOK 196.2, an EBIT margin of

28.0 %. For comparison last year EBIT ended at

MNOK 131.1 or 23.3 %.

Adjusted for currency effects, sales revenue

increased 25.8 %. Sales of own products

increased 28.3 % while sales of third-party

products were up 12.7 % from 2024.

With strong capital sales of the flow and

ultrasound imaging solution combined with

strong consumable sales, Medistim continues to

strengthen its position in all markets both within

The global market is facing macro-economic

turmoil, with energy crisis, inflation pressure,

increasing interest rates, increased cost

levels and threat of higher import tariffs and

uncertainty related to wars and world order as

we know it. In this situation the company has

been able to deliver solid profit and cash flow,

and the need for Medistim’s products has not

changed. The long-term consequences of the

growing geopolitical uncertainty are unclear but

might lead to continuing challenges in the global

flow of goods. Medistim is taking mitigating

actions to ensure access to key components

to secure production and maintain growth

and profitability also for the future. Further,

the company is financially solid to face future

challenges, with no interest-bearing liabilities

and an equity ratio of 70.9 %.

The Medistim Group’s core business is within

developing, producing, servicing, leasing and

distributing medical devices. The Group is

headquartered in Oslo, with production facilities

in Horten, Norway. Medistim sells its products

through 60 distributors worldwide, including

Medistim’s own sales offices in USA, UK,

Germany, China, Spain, Canada, Denmark,

Sweden and Norway. At the end of 2025,

Medistim’s equipment was in use in more than

70 countries, and more than 4 000 systems

had been installed all over the world.

Medistim Annual Report - Fiscal year 2025 | page 10

cardiac surgery and vascular surgery.

During 2025, Medistim sold 213 new systems

(182), and at year-end total installed Medistim

systems were over 4 000 units (3 800).

Probes and other consumables related to use

of the medical systems represent a significant

share of total sales for Medistim, depending

on number of systems installed and utilization.

Increased market penetration and surgical

activity positively impacted Medistim’s sales

of consumables for the year. Consumable

sales increased by 20.4 % in 2025 and sales

of consumables were 70.1 % of total sales of

own products (73.7 %). Despite the growth of

consumable sales, the portion of consumable

sales is lower compared to last year, because of

this year’s strong capital sales growth.

Medistim continues to strengthen its position

within both cardiac and vascular segments.

Sales revenue from the cardiac segment ended

in 2025 at MNOK 476.3 (MNOK 379.1), a

25.6 % growth. Sales revenue from the vascular

segment ended at MNOK 122.3 (MNOK 93.7),

a 30.5 % growth. Sales of imaging products

increased by MNOK 47.4 % after a decline in

2024 and showed a positive trend throughout

the year as the macro-economic situation

improved especially in USA.

Medistim’s strategic progress relies on strong

clinical documentation by leading medical

centers to create support from Key Opinion

Leaders (KOLs) within cardiac surgery and

vascular surgery. It is a strategic priority to

support this by increasing the focus on blood

flow measurements, ultrasound imaging,

surgical guidance, and quality assurance in

relevant forums and channels. Clinical studies

are described in more detail under chapter 7.

For some time and in parallel with cardiac

surgery, it is Medistim’s goal to develop

a strong position for the transit time flow

measurement (TTFM) and high-frequency

ultrasound (HFUS) imaging devices within the

Vascular market. The international PATENT

study, that was announced in late 2024,

proves the company’s commitment to the

Vascular market. The PATENT study seeks to

evaluate the immediate intraoperative clinical

benefits of using TTFM and HFUS during

peripheral bypass surgery in patients with

CLTI (Critical Limb Threatening Ischemia).

Additionally, the study aims to assess

the prognostic value of TTFM and HFUS

in predicting one-year clinical outcomes,

helping to distinguish patients at high risk of

graft failure from those at low risk. Also, the

recommendation of ultrasound imaging as

an alternative to the current gold-standard

angiography marks another milestone for

Medistim in the efforts to establish HFUS

technology for completion control in Carotid

Endarterectomy (CEA). In the CIDAC study,

which was part of the Knappich meta-analysis,

Medistim’s MiraQ Vascular device was used,

and it demonstrated the benefits of using

HFUS compared to angiography. In 2025 the

vascular product portfolio revenues grew by

30.5 %, and with the support of these revised

Guidelines, Medistim is in a great position to

continue this growth path.

Medistim has an experienced management

team and Medistim’s success is explained by

the company’s focus on customer, market,

product development and people skills. This

requires strong and competent management

and Medistim has further strengthened its

commercial capacity in 2025. Both globally

but also the local team in USA has been

strengthened. This strengthens Medistim’s

ability to successfully drive growth in

international markets combined with local

presence.

A key to succeeding in winning in both

Cardiac (CABG) and Vascular markets is

continued innovation and product development.

Customers expect to see improved performance

from both the Flow and Imaging core

technologies, as well as new features that will

advance clinical value and make the products

even more user-friendly and attractive to build

into their workflows.

Launch of the MiraQ INTUI software

Medistim has expanded the Innovation and

Product Development teams with additional

headcount, as an important investment for the

future. Not only does this increase the capacity

Medistim Annual Report - Fiscal year 2025 | page 11

to drive innovative initiatives, but it also brings in new competencies,

experience, and ideas. A product of these efforts was the launch of

the new INTUI software for cardiac surgery in December 2024. INTUI

sets a new standard for Medistim’s MiraQ™ technology. Its redesigned

user interface is engineered to enhance procedural efficiency in

surgery, offering simplified navigation, quicker access to critical data,

and improved data interpretation—ultimately streamlining workflow and

optimizing performance.

5.2 Regional development

MNOK 2025 2024 Change in %

AMERICAS 322.3 237.2 35.9 %

APAC 92.2 65.3 41.2 %

EMEA 184.0 170.3 8.0 %

Third-party 101.2 89.8 12.7 %

TOTAL 699.8 562.6 24.4 %

AMERICAS

USA is the largest market within the region and is the largest market

in the world for Medistim’s products, representing 33 % of global

CABG procedures. Total US sales amounted to MNOK 301.9 (216.3)

in 2025 and represented 94 % of sales for the region. Adjusted for

currency effects, sales were up 44.3 %.

The strong sales growth in the USA follows the announced

leadership change in the region in January 2025. This transition has

brought a renewed focus on sales training, updated compensation

models, and enhanced customer engagement and support.

In addition, adjustments within the sales organization are ongoing.

Overall, the results have been positive, and Medistim will continue to

build on this momentum throughout 2026.

The total number of flow procedures sold in 2025 increased

by 43.8 % compared to last year. USA has over several years

experienced a gradual increase in sales of capital devices. The trend

continued throughout 2025. For 2025, the total number of flow

procedures ended at 100 221 procedures, see tables below. There is

a higher number of procedures sold to capital customers compared

to PPP/lease customers in 2025.

The largest uncertainty related to future development in the US

is potential tariff barriers and how this will affect foreign medical

device companies.

Number of procedures

from 2025 2024 Change in %

PPP or lease flow 26 192 23 535 11.3 %

Flow probes to capital

customers 74 029 46 147 60.4 %

Total flow procedures 100 221 69 682 43.8 %

PPP or lease imaging 9 278 7 475 24.1 %

Imaging probes to capital

customers 9 700 5 300 83.0 %

Total imaging procedures 18 978 12 775 48.6 %

Total flow and imaging

procedures 119 199 82 457 44.6 %

Medistim Annual Report - Fiscal year 2025 | page 12

Flow procedure sales in the USA

During the year, 119 199 (82 457) procedures were sold, of which

100 221 (69 682) were flow procedures and 18 978 (12 775) were

imaging. Capital sales were 62 units, compared with 50 units in

2024. In 2025, 81 % of sales were within the cardiac segment, hence

the vascular segment is a large, untapped opportunity for Medistim in

USA. Of the total number of flow procedures in 2025, 19 712 were

vascular procedures and 80 509 were cardiac procedures. Note that

these numbers must only be seen as estimates for utilization, as they

count procedures sold to end-users, and don’t consider the timing of

actual utilization. It includes procedures sold to both cardiac

customers and vascular customers.

About 65 % of all bypass surgeries in the USA are performed by

surgeons using their fingertips to check for a pulse as the only

quality assurance. This is a clinically proven unreliable method,

highlighting the need and potential for Medistim’s products and

the Group has high market ambitions. Medistim’s current market

penetration is 40 % of the total market of approximately 200 000

bypass surgery procedures performed annually. In comparable

markets like Germany, Scandinavia, and Japan, Medistim has

achieved TTFM market penetration exceeding 80 %. The Group

expects that market penetration in USA will develop in the same

manner over time.

To strengthen its market outreach, Medistim offers several business

models in the USA. In addition to traditional capital investments and

purchase of consumables, hospitals can choose to either pay per

procedure or enter leasing agreements. In 2025, consumable sales

amounted to 70 % of the total sales in AMERICAS, ending at MNOK

224.2 (MNOK 179.6). This is up 24.8 % from 2024.

Total capital sales in systems and probes as consumable in number

of units for the AMERICAS region is shown in the following table.

AMERICAS 2025 2024 Change in %

Flow systems 16 25 -36.0 %

Flow and Imaging systems

25 84.0 %

Flow probes

3 225

2 208 46.1 %

Imaging probes

103

57 80.7 %

Medistim had its first full year with direct sales operation in Canada in

2024. Medistim has a strong position in Canada with presence in 22

of Canada’s 38 cardiac centers. About 18 000 coronary bypass

surgeries are performed in Canada per year, and about 50 % are

supported with Medistim’s technology. The company is well

positioned to continue the growth with local sales representatives

who will focus on attracting new customers as well as driving the

conversion from devices with Transit Time Flow Measurement (TTFM)

technology only, to devices combining TTFM and High Frequency

Medistim Annual Report - Fiscal year 2025 | page 13

Ultrasound (HFUS). In addition, the market within Vascular surgery

provides further opportunities for growth. The Canadian team is

supported by the US management in the daily operations. Sales to

Canada ended at MNOK 17.8 in 2025 (MNOK 13.9), which represents

26.9 % growth. In Latin America Medistim is represented through

local distributors and sales ended at MNOK 2.6 (MNOK 6.9).

Sales in APAC and EMEA

In these markets, the systems are owned by the hospitals and

revenues are split between capital sales and sales of consumables.

In 2025, sales of flow and imaging measurement probes amounted

to 71 % of total sales (71 %), ending at MNOK 195, compared with

MNOK 168 in 2024. Total sales ended at MNOK 276.2 (MNOK

235.6). Currency neutral sales increased with 16.2 %, where EMEA

had a 7.1 % increase and APAC 40.0 % increase year-over-year. The

increased market penetration within both the cardiac segment and

Vascular segment contributes to increasing sales of consumables.

Sales of consumables are expected to increase as continued

system sales expand the installed base of customers regularly using

Medistim equipment.

EMEA

More than 90 % of the revenue from the EMEA region is from Europe

either through direct representation or through distributors. Medistim

has developed a strong market position in Europe with about 1 200

systems installed, representing a solid base for future recurring

revenues. Total European sales of own products in 2025 ended at

MNOK 169.7, up 4.5 % from MNOK 162.6 in 2024. Currency neutral

sales were up 3.6 %. 67 % of sales from Europe were through direct

channel and 33 % of the sales were through distributors.

Sales in MEA are all through distributors and sales ended at MNOK

14.3, up 81.4 % compared to 2024.

Total for the region, direct sales channel had a 1.7 % currency neutral

increase while distributor sales had a 14.1 % currency neutral increase

in sales. Total for the region 6.1 % currency neutral increase.

Total capital sales in systems and probes as consumable in number

of units for the region is shown in the following table.

EMEA 2025 2024 Change in %

Flow systems

47 6.4 %

Flow and Imaging systems 25 29 -13.8 %

Flow probes 5 432 5 084 6.8 %

Imaging probes

42 -23.8 %

Medistim’s direct representation in Europe is in Norway, Denmark, UK,

Spain, Germany and Sweden. Both Spain and Germany are mature

markets within cardiac but have large opportunities within the vascular

segment and converting cardiac customers to the combined flow and

imaging solution. Norway, Sweden and Denmark are well penetrated in

both segments, while in the UK there is growth potential within both

segments. In Sweden, Medistim had its first full year with a direct sales

office in 2024. The company is well positioned to continue its growth

by further developing the conversion from devices with Transit Time

Flow Measurement (TTFM) technology only, to devices combining

TTFM and High-Frequency Ultrasound (HFUS).

APAC

Sales to Asian markets were MNOK 92.2 for the year, up from

MNOK 65.4 in 2024. Currency neutral sales increased by 40.0 %.

Sales in the region are driven by sales to China. Sales to China

ended at MNOK 45.7, up 32.3 % compared to 2024. Currency

neutral increase in China was 31.2 %.

Medistim Annual Report - Fiscal year 2025 | page 14

In China, the number of CABG procedures increases with 5 to 10 %

per year and is a strategic market for Medistim. Medistim covers

about 70 % of the 80 000 procedures performed in China. In 2023,

Medistim leveraged this emerging opportunity by establishing direct

sales operations in China.

Medistim’s equipment is today installed in all the nation’s top 10

cardiac surgical centers. The company is well positioned to continue

its growth by further expanding the local distributor network and

building on the ongoing conversion from devices with Transit Time

Flow Measurement (TTFM) technology only, to devices combining

TTFM and High-Frequency Ultrasound (HFUS). In addition, a large

market within Vascular and Transplant surgery provides opportunities

for further growth.

The second largest market in the region is Japan and sales ended

at MNOK 20.6, up 70.9 % compared to 2024. Total capital sales in

systems and probes as consumable in number of units for the region

is shown in the following table.

APAC 2025 2024 Change in %

Flow systems 55 44 25.0 %

Flow & Imaging systems 21 12 75.0 %

Flow probes 2 964 2 280 30.0 %

Imaging probes 29 33 -12.1 %

After the transition period with the former Chinese distributor, 2025

represented the first normal year for Medistim’s direct representation.

2024 was also a weak year for Medistim in Japan due to random

variation in projects and 2025 represents a normal year for Japan.

Both China and Japan are expected to continue to improve entering

2026.

Medistim announced in February 2026 the establishment of a direct

sales operation in Japan, effective March 16, 2026. The intent is to

continue the long-term strategy to strengthen the company’s market

presence and enhance customer engagement in one of its key

strategic markets. Medistim maintains a very strong market position

in Japan, where approximately 90 % of the estimated 17 000 annual

coronary artery bypass graft (CABG) procedures are supported by

the company’s Transit Time Flow Measurement (TTFM) technology.

Future growth in the Japanese market is expected to be driven by

continued conversion from installed base systems utilizing TTFM-only

functionality to next-generation platforms integrating both TTFM and

High-Frequency Ultrasound (HFUS). This represents a meaningful

value-enhancement opportunity within the existing customer base.

In addition, the vascular surgery segment presents significant

incremental growth potential, supported by untapped procedural

volumes and broader clinical adoption of Medistim’s technology

portfolio.

Experience from other markets demonstrates that a direct operating

model enhances customer proximity, supports sustainable revenue

growth, and contributes positively to margins, while ensuring the

highest standards of service and clinical support.

Third party products

With the newly established Swedish subsidiary, Medistim has a

direct presence in all of Scandinavia. This has positioned Medistim

to build a broader, Scandinavian distribution business for third

party products. Sales of third-party products ended at MNOK 101.2,

which represents a 12.7 % growth in sales. The main driver for the

growth in 2025 was delivery of capital equipment to a new hospital,

Drammen Sykehus, in Norway.

Medistim Annual Report - Fiscal year 2025 | page 15

5.3 Organization, HSEQ & sustainability

Medistim has sales representation in its main

markets and production and main office

functions in Norway. At year-end 2025,

Medistim had 159 employees, compared to 154

in 2024. The working environment and culture

in Medistim are considered strong, and there is

continuous focus on initiatives for improvement.

In 2025, absence due to sickness was 3.3 %

or 1 330 days. This compares to 2.9 % or 1 095

days in 2024.

Medistim strives to be an attractive workplace

that offers challenging and motivating jobs and

equal development opportunities for all. There

is no discrimination due to gender, nationality,

culture or religion with respect to remuneration,

promotion or recruitment. The Company is

committed to recognize diversity and ensure

equal opportunities, including fair employment

conditions. Medistim supports the United

Nations Universal Declaration of Human Rights

and the standards advised by the International

Labor Organization (ILO).

For more information, please see “9.

Sustainability Report” in this Annual Report.

5.4 Financial review

Going concern

The Board of Directors confirms that the

financial statement has been prepared based

on the assumption of a going concern.

Profit & Loss

The Medistim Group’s sales for the full year

2025 ended at MNOK 699.8 (MNOK 562.6).

Currency neutral, sales increased 25.8 %.

Sales in AMERICAS and EMEA increased

40.5 % and 7.1 % respectively, while sales in

APAC increased 40.0 %.

Total sales of own products in 2025

amounted to MNOK 598.5 (MNOK 472.8),

while sales of third-party products were

MNOK 101.2 (MNOK 89.8). Currency

adjusted, sales of own products increased

26.6 % during the year, while sales of

third-party products increased 12.7 %. The

development in the markets is described

under 6.2 regional development. Average

NOK exchange rates towards USD and EUR

in 2025 were 10.39 and 11.72 respectively,

while equivalent rates in 2024 were 10.74

for USD and 11.62 for EUR.

Cost of material amounted to MNOK 128.2

(MNOK 113.7), representing 18.3 % of sales

(20.2 %). Stronger sales through direct

operation and volume growth more than

compensates for the growth in sales of

third-party products and explain why cost of

material in percent has improved compared

to 2024. In recent years, cost of material in

percentage of sales has declined, since sales

of Medistim’s own products have grown at a

higher pace than third-party products.

Salary and social expenses were MNOK

230.3 (MNOK 185.1), while other operating

expenses were MNOK 120.2 (MNOK 108.2).

The rise in salaries and social expenses for

the year reflects the impact of strengthened

commercial operations and higher costs

related to commissions due to stronger sales.

Innovation and Product development (R&D)

has also been strengthened. Other operating

expenses increased due to increased travel

and face time with customers. In addition,

there were increased expenses related to IT

infrastructure.

Medistim continuously invests in existing

and new products to cover the surgical

requirements for quality verification. The

company invests between 4 % and 10 % of

annual sales in research and development

(R&D). In 2025, total R&D investments

amounted to MNOK 42.4 (MNOK 35.0),

corresponding to 7.1 % (7.4 %) of sales of

own products. Of this, MNOK 22.9 (MNOK

18.6) was capitalized in the balance sheet.

Operating profit before depreciation and

amortization expenses (EBITDA) ended at

MNOK 221.0 (MNOK 155.6). Depreciation for

the year amounted to MNOK 24.8 (MNOK

24.5). The operating profit (EBIT) ended at

MNOK 196.2 (MNOK 131.1), corresponding to

an EBIT margin of 28.0 % (23.3 %).

The Group recorded net financials of MNOK

10.6 (MNOK 3.2), of which MNOK 27.5 was

financial income (MNOK 11.5) and MNOK

16.8 was financial expenses (MNOK 8.3).

Medistim Annual Report - Fiscal year 2025 | page 16

Net finance was mainly related to realized

and unrealized gains or losses related

to currency, cash in USD and EUR and

customer receivables.

Profit before tax was MNOK 206.8 (MNOK

134.2). Tax amounted to MNOK 47.6 (MNOK

30.4) and the net profit for the year was

MNOK 159.2 (MNOK 103.8), corresponding

to earnings per share for the full year of NOK

8.71 (NOK 5.67).

Cash Flow Statement

Net cash flow from operating activities

amounted to MNOK 187.1 (MNOK 143.1).

Working capital increased MNOK 6.8 during the

year driven by increased receivables and sales.

Net cash flow from investing activities was

negative MNOK 33.0 (MNOK 24.7) where

MNOK 15.5 was related to investments

in assets and MNOK 17.5 was related to

product development.

Net cash flow from financing activities

was negative MNOK 123.5 (MNOK -91.5),

of which MNOK 109.5 (MNOK 82.4) was

payment of dividends. Leases amounted to

MNOK 9.4 (MNOK 9.1) and net purchases of

own shares amounted to MNOK 4.6.

At 31 December 2025, total cash and cash

equivalents amounted to MNOK 212.1 (MNOK

179.2).

Financial position

At 31 December 2025, Medistim’s working

capital totaled MNOK 209.3, compared with

MNOK 202.5 the year before. During the

year, inventory levels have stabilized after

a period of increased inventory levels to

comply with company policy securing end of

life components, building security stock of

critical components and finished goods. With

increased sales, account receivables increased

with MNOK 17.4 during the year. Accounts

payable ended at MNOK 11.2 higher compared

with last year. By year-end, the group had

MNOK 48.9 in non-current liabilities related

to lease contracts and deferred revenue. Of

this, MNOK 37.5 related to lease liabilities and

MNOK 11.5 related to deferred revenue.

The total balance sheet amounted to MNOK

660.6 (MNOK 574.9). Total equity was

MNOK 468.4 (MNOK 436.6), corresponding

to an equity ratio of 70.9 % (75.9 %). Book

value of properties, plants and equipment

amounted to MNOK 79.4 (MNOK 71.8).

Intangible assets were MNOK 86.1 (MNOK

60.7), of which product development and

goodwill represented MNOK 63.8 and MNOK

14.1 respectively. IT infrastructure amounted

to MNOK 8.2. The group has a deferred

tax asset of MNOK 9.2 (MNOK 9.0) related

to temporary differences between carrying

amount and tax values. The year-end cash

position was MNOK 212.1 (MNOK 179.2).

The Medistim Group’s financial position, cash

flow and ability to finance its activities is

considered satisfactory.

Share capital and number of shareholders

At 31 December 2025 the share capital

of the Medistim ASA parent company was

NOK 4 584 334 distributed on 18 337 336

shares outstanding at par value of NOK 0.25

per share. The share is freely traded on the

Oslo Stock Exchange. The company had

over 1300 shareholders and owned 54 488

treasury shares at year-end.

5.5 Parent company financial review

The parent company Medistim ASA had

2025 sales of MNOK 442.6 (MNOK 354.0).

Operating profit was MNOK 151.0 (MNOK

110.3) and profit before tax amounted to

MNOK 184.2 (MNOK 126.6). Medistim

received a dividend from its subsidiary in

Norway and Germany of MNOK 20.7 in

2025 (MNOK 20.3). No group contribution

was received in 2025 or 2024. Profit after

tax for the parent company was MNOK

146.0 for the full year (MNOK 103.3).

At 31 December 2025, the parent company’s

total assets amounted to MNOK 521.0

compared to MNOK 466.7 as of 31 December

2024. Equity in the company was NOK 204.7

(MNOK 209.2), corresponding to an equity

ratio of 39.3 % (44.8 %).

Medistim Annual Report - Fiscal year 2025 | page 17

At year-end 2025, the parent company had

MNOK 153.2 in cash. The company’s financial

position and ability to finance future activities

and investments was considered satisfactory.

Allocation of profit

The Board of Directors suggests that MNOK

146.2 of the 2025 net profit is allocated

to ordinary shareholder dividend, equal to

NOK 8.00 per share (NOK 6.00 for 2024).

A negative amount of TNOK 255 has been

allocated to other equity.

The Board of Directors will propose the

dividend to the general meeting. The

proposed dividend equals a pay-out ratio of

92.6 % (105.8 %) for the group. The dividend

reflects the Board’s positive expectations

of future earnings. Over the past 10 years,

the company has paid MNOK 705 in

accumulated dividends to shareholders.

5.6 Corporate governance

Medistim depends upon good relations with

its stakeholders to succeed. Good corporate

governance is important to build and maintain

trust and confidence in the company and

ensure long-term value creation in the best

interest of the company’s shareholders.

The company’s corporate governance

structure is based on Norwegian legislation

and the Norwegian Code of Practice for

Corporate Governance, last revised August

2025. Medistim complies with the Code of

Practice, with certain deviations, as outlined

and explained in the Corporate Governance

Report in this annual report.

5.7 Main risk factors

Market/operational risk

Competition: Medistim has one single direct

competitor for TTFM technology. Medistim

today has about 89 % of the penetrated

market. Medistim is not aware of new

competitors or technologies that could change

the competitive landscape significantly.

Risks related to device malfunction

Medistim has established comprehensive

procedures as part of its Quality Management

System in compliance with ISO 13485:2016 to

ensure the safety of its products. There were

no reportable events in 2025.

FINANCIAL RISK

Foreign exchange risk

Medistim is exposed to changes in exchange

rates with most of the company’s revenues

generated in USD and EUR. The company

enters hedging contracts to reduce exposure

to changes to foreign exchange rates and the

potential impact on financial performance.

Liquidity risk

Medistim prioritizes managing liquidity risk

to ensure the company meets its obligations

in time and maintains its financial flexibility.

Cash generated from operations is Medistim’s

main source of liquidity. The group has over

the past five years utilized strong revenue and

profit development to build a cash reserve to

meet increased working capital requirements

as the company grows.

Interest rate risk

The company is exposed to changes in

interest rate levels through its non-current

lease contracts.

Macroeconomic risk, international conflicts

and pandemics

The global market is facing macro-economic

turmoil, with energy crisis, inflation pressure,

increasing interest rates, increased cost levels,

threat of higher import tariffs and uncertainty

related to wars and world order as we know it.

How the geopolitical uncertainty will affect

the company is unclear but might lead to

challenges in the global flow of goods. Medistim

is taking mitigating actions to ensure access

to key components to secure production and

maintain growth and profitability also for the

future. Further, the company is financially solid

to face future challenges, with an equity ratio of

70.9 %.

Medistim Annual Report - Fiscal year 2025 | page 18

The global economic situation will affect

the company since Medistim is a supplier

to the healthcare sector in many countries.

Management closely monitors the associated

financial risks.

Credit risk

Medistim considers the risk that customers

are unable to fulfill economic obligations as

low, which is confirmed by the level of historic

losses on receivables. The customers are

mainly public hospitals with secure financing.

OTHER RISK FACTORS

Regulatory risk

Medistim depends upon regulatory approval

from health authorities for permission to sell

its products. The company is audited on a

regular basis to verify that approvals can

be maintained. There is a latent risk that

changes in regulatory conditions can result

in a loss of approval to sell products in a

given market.

Health care priorities

In general, healthcare institutions have many

priorities and limited resources. For this reason,

it is imperative for Medistim that the company’s

solutions have clinical acceptance in order for

healthcare systems and institutions to invest in

Medistim’s products.

The Russia/Ukraine and Israel/Palestine/

Iran conflicts

The Russia/Ukraine and Israel/Palestine/

Iran conflicts are expected to have minor

impact on Medistim sales, since sales

revenues from these countries were 2.6 %

of total sales in 2025.

Insurance and transparency act

The company has director and officer’s

liability insurance. The insurance covers the

board of directors’ and management officers’

legal personal liability for pure property

damage related to the duties performed as

directors and officers.

The latest transparency act report from

Medistim is available on the Medistim

website medistim.com.

5.8 Events after the balance sheet

date

The Board of Directors has no knowledge about

events after 2025 that will affect the annual

report and financial statement for 2025.

5.9 Outlook

Medistim’s ambition is to make blood flow

measurements and intraoperative ultrasound

imaging standard-of-care in clinical practice

for CABG procedures and vascular surgery

and make its technology available for all

patients and surgeons regardless of economy

or geography.

Medistim is already the leading global provider

of flow and imaging systems, with dominant

market positions in most developed markets,

continuously expanding its footprint and has

installed about 4 000 systems in more than

70 countries.

However, market penetration varies from

above 80 % in selected European and

Asian markets, to 40 % in USA, the world’s

largest market for CABG procedures. This

represents a significant market opportunity

for Medistim.

Through continued strengthening of its sales

organization, introduction of alternative business

models, and convincing clinical documentation

and support from KOLs, Medistim aims to

develop this large under-penetrated market. The

company has also extensive growth ambitions

in developing economies.

Medistim has delivered solid profit and cash

flow despite the impact from conflicts and

macro-economic turmoil in 2025. The need

for Medistim’s products has not changed.

Medistim will also continue its technology and

product development to improve its offering

and combined with recurring revenues from

its already installed base of 4 000 systems,

the company is well positioned to continue its

journey of profitable growth.

Medistim Annual Report - Fiscal year 2025 | page 19

5.10 Shareholder information

Share price development

During the year, the shares traded between

NOK 147 and NOK 284 per share, and 4.01

million shares were traded in total. The share

price at 31 December 2025 was NOK 259.

Major shareholders and voting rights

Medistim had 1 366 registered shareholders

in the Norwegian Central Securities

Depository (VPS) at 31 December 2025,

whereof the 20 largest shareholders owned

73.2 %. The percentage of issued shares

held by foreign shareholders was 47 %.

All the shares registered by name carry

equal voting rights. The shares are freely

negotiable. 20 largest shareholders are

shown in “Note 20 Financial Risk”.

An overview of the 20 largest shareholders

is available on Medistim’s website, updated

every week.

Dividends and dividend policy

Medistim’s shareholder policy is to maximize

shareholder value. This will be achieved

through sound business development and

an aggressive growth strategy. Medistim will

seek to provide annual dividends, depending

upon the company’s financial capacity and

financing needs to ensure future growth.

The company will at all times ensure that

it has the financial capacity and equity to

achieve future plans for growth.

Based on the 2025 results, the Board of

Directors will propose to pay a dividend of 8.00

for 2025 corresponding to a pay-out ratio of

92 %. For 2024, Medistim paid a dividend of

NOK 6.00 per share corresponding to a pay-

out ratio of 106 %. Over the last ten years,

Medistim has paid MNOK 705 in accumulated

dividend to shareholders.

Analyst coverage

DNB Carnegie, Danske Bank and Sparebank1

had active coverage of Medistim ASA in

2025. For contact details, please see the

company website medistim.com.

General Meetings and Board authorisations

The 2025 AGM granted the Board of

Directors the following authorizations:

1. Authorization to increase the share

capital by up to NOK 458 433.

2. Authorization to acquire treasury shares

in Medistim ASA for up to a maximum

nominal value of NOK 458 433.

Further information can be found in the

minutes from the Annual General Meeting,

available from the company’s website www.

medistim.com and www.newsweb.no

Corporate actions 2026

Q4 2025 Financial report 26.02.26

Annual report 2025 14.04.26

Annual General Meeting 06.05.26

Resolution to distribute dividend

of NOK 8.00 per share 07.05.26

Ex dividend NOK 8.00 07.05.26

Medistim Annual Report - Fiscal year 2025 | page 20

Oslo, April 14

, 2026

Board of Directors and CEO of Medistim ASA

Øyvin A. Brøymer

Chair

Sign.

Anna Ahlberg

Board member

Sign.

Gry Dahle

Board member

Sign.

Rune Halvorsen

Board member

Sign.

Tove Raanes

Board member

Sign.

Peder Strand

Board member

Sign.

Kari Eian Krogstad

President & CEO

Sign.

Medistim Annual Report - Fiscal year 2025 | page 21

6. EXECUTIVE MANAGEMENT & BOARD OF DIRECTORS

6.1 Management team

Kari Eian Krogstad

President and CEO, Medistim ASA

Kari E. Krogstad joined Medistim as CEO in September 2009. She has

more than 30 years of experience from the biomedical industry, from

commercial leadership roles within the international pharma, biotech and

medtech sectors. Before joining Medistim, she spent 11 years at Dynal

and held the position as General Manager of Invitrogen Dynal after the

acquisition from U.S. based Invitrogen in 2005. Krogstad holds a Cand.

Scient. degree in Molecular Biology from the University of Oslo as well

as a Business degree from IHM Business School.

Thomas Jakobsen

CFO (Chief Financial Officer), Medistim ASA

Thomas Jakobsen joined Medistim as VP Finance in 2001. Previous

experience includes Controller and Finance Manager at Sysdeco

(1993-1998), and Finance Director of Microtronica Nordic (1998-

2001), where he was responsible for building the finance team

and converting to a new MIS system. Jakobsen holds a B.Sc. in

Management from the Norwegian Business School (BI).

Mike Karim

CCO (Chief Commercial Operations), Medistim ASA

Mike Karim joined Medistim as CCO in January 2025. Karim brings

deep industry expertise, strategic insight, and a proven track record

from leadership roles at esteemed companies such as Boston Scientific,

Lombard Medical, HeartWare, and Oxford Endovascular, with a focus

on the cardiac and vascular fields. With a strong foundation in sales,

he has led Sales, Marketing, and General Management functions,

successfully driving growth in international markets.

Håkon Grøthe

CIO (Chief Innovation Officer), Medistim ASA

Håkon Grøthe joined Medistim as CIO in April 2019. He is an experienced

leader with a passion for increasing customer value through digital

innovation. Grøthe has put disruptive technologies such as AI, VR and

Machine learning into work in his leadership roles from IT technology

companies such as Impact Reality and Inspera. He also brings

methodology experience relevant for agile processes, such as Google

Sprint, Design Thinking and Kanban. Grøthe holds an M.Sc. degree in

Industrial Economics/Computer Science from the Norwegian University

of Science and Technology (NTNU).

Jonas Tyssø

Chief R&D Officer, Medistim ASA

Jonas Tyssø joined Medistim in 2025 as Chief R&D Officer. He

has spent his entire career in product development, both as a

developer and project manager, primarily within the MedTech

industry. Previous experience includes Chief Technology Officer

at Holocare and over 10 years as Chief Operating Officer at

Cardiaccs, where he worked on innovative technologies for cardiac

surgery. His background covers mechanical design, electronics,

software, production, and customer interaction, spanning the full

product lifecycle. Mr. Tyssø holds an M.Sc. degree in Engineering

Cybernetics from the Norwegian University of Science and

Technology (NTNU) in Trondheim and has also studied engineering

at INSA in Toulouse, France.

Medistim Annual Report - Fiscal year 2025 | page 22

Helge Børslid

VP Manufacturing, Medistim ASA

Helge Børslid joined Medistim as Vice President Manufacturing in

January 2017. Before joining Medistim, he was production manager

at Halliburton, a company that offers products to the oil and gas

industry. Previous experience ranges from test engineer to quality

engineer at Norautron, Infineon Technologies, Kongsberg Maritime,

and Sensor Development. Børslid holds a B.Sc. in Electronics

Engineering from Vestfold University in Norway and a Master’s

degree in Management from the Norwegian Business School (BI).

Monica Weiseth

VP Regulatory Affairs & Quality Assurance, Medistim ASA

Monica Weiseth joined Medistim in 2025 as Vice President of Quality

Assurance and Regulatory Affairs (QA/RA). She brings more than 25

years of experience within the medical technology and healthcare

sectors, providing deep expertise to support and advance Medistim’s

regulatory and quality objectives. Monica has held senior leadership

roles at companies including Alere, Respinor, Unilabs, and SpinChip

Diagnostics, and has previously served as QA Manager at DNV GL

Presafe. Ms. Weiseth holds a M.Sc. in Engineering from NTNU.

Hæge J.K. Wetterhus

VP Marketing, Medistim ASA

Hæge J.K. Wetterhus joined Medistim as VP Marketing in 2010.

She has more than 25 years of experience working with diagnostic,

analytical and biotech device companies. Before joining Medistim, she

worked for Invitrogen Dynal where she held a variety of leadership

roles in strategic marketing, product development and business

development in the area of life science and biotechnology – always

with an international focus. Wetterhus is a business economist from

BI Norwegian School of Management, a chemical engineer from the

Technical University of Bergen and holds a B.Sc. Honour in molecular

biology from the University of Glasgow, United Kingdom.

Medistim Annual Report - Fiscal year 2025 | page 23

Øyvin Brøymer

Chair

Øyvin Brøymer has served as Chair of Medistim since 2000. He

works as an investor through his own company Intertrade Shipping

AS and Fløtemarken AS, holds the position as Chair in Vistin Pharma

ASA. Previous experience includes executive positions in The Aker

Group, Hafslund Nycomed ASA and Leif Höegh & Co ASA, as well as

broad board room experience from many other companies. He holds

a degree within economics and business from Norwegian School of

Management and an MBA from the University of Wisconsin. He is

also Chair of the remuneration committee. His term expires in 2027.

Anna Ahlberg

Board Member

Anna Ahlberg is the CFO at the Swedish medical simulation company

Surgical Science. Her previous career includes executive positions at

several listed Swedish companies, such as med-tech companies

Q-Med and Vitrolife. Ms. Ahlberg holds a MSc in Business

Administration and Economics from the School of Business,

Economics and Law, University of Gothenburg. She is a member of

the audit committee. Her term expires in 2027.

6.2 Board of Directors

Gry Dahle

Board Member

Gry Dahle is a cardiothoracic surgeon and consultant at the

Department of Cardiothoracic Surgery at Oslo University Hospital.

Her main interests are minimal invasive surgery, catheter treatment

of valvular disease, heart failure, and new innovations. Dr. Dahle

holds a PhD on Implementing TAVI in Rikshospitalet. She is the head

of REK KULMU (ethical committee for medical devices) and deputy

chairman of the Norwegian Medical Association Professional Board.

She has a broad network in the international cardiothoracic society

and is a member of several committees within EACTS, ESC, and ICI.

She is the Vice President of ISMICS. Her term expires in 2026.

Rune Halvorsen

Board member

Rune Halvorsen is HR, IT and Operational Improvement Director at

the Mitsubishi Corporation owned salmon farming company Cermaq

Norway AS. His previous career includes 12 years in different

management positions within the supply chain in Orkla ASA. Mr.

Halvorsen holds an MSc from the Norwegian University of Science

and Technology (NTNU). He is an independent board member and

his term expires in 2027.

Medistim Annual Report - Fiscal year 2025 | page 24

Peder Strand

Board member

Peder Strand is employed as an investment director at Seatankers

Management. He serves as a board member in Mowi ASA,

ACapital Elimp Holdco, ACapital Medi Holdco, Nordic Ski and

Mountains AB, ACapital ITAB Holdco, Echo Topco, and Innsikt

Holding. Mr. Strand holds an MSc from the Norwegian University

of Science and Technology (NTNU). His term expires in 2026.

Tove Raanes

Board member

Tove Raanes has been board member in Medistim since 2014. She

works as an advisor in the investment companies Dyvi Invest AS and

Nore-Invest AS and serves as board member in Bouvet ASA,

Multiconsult ASA, Krefting AS and Noria Group AS. Her experience

includes strategy, finance and business development from investment

companies and management consulting from McKinsey & Company.

Raanes holds a MSc from the Norwegian School of Economics (NHH).

She is also Chair of the audit committee. Her term expires in 2026.

Medistim Annual Report - Fiscal year 2025 | page 25

7. COMPANY DESCRIPTION

Values

All conduct is based on the four elements of the company’s core values:

Courage

To set challenging goals

To be open and transparent

To share knowledge and experience

To try without fearing to fail

To challenge accepted beliefs

Quality

Outstanding quality in everything we do

Commitment to Medistim QMS

High competence and unique expertise

World-class products and services

Amazing customer experience

Innovation

Encourage creativity, discovery, and

innovation

Value new ideas and test them out

Problem-solving and solution-oriented

mindset

People

Trustworthy, honest, and ethical

Generous and welcoming to

customers and colleagues

Value, trust and respect each other

Promote physical and emotional

health and quality of life

7.1 Vision, mission, values

Medistim’s technologies and solutions increase the probability of a positive outcome of surgery for the patient and enable greater efficiency

and lower costs for health care providers by reducing additional and unnecessary surgical re-interventions.

The company’s long-term vision is stated as: Medistim is standard-of-care in the operating room.

This implies, making Medistim’s solutions the standard-of-care in clinical practice for Coronary Artery Bypass Graft (CABG) surgery procedures

and vascular surgery, ensuring that blood flow measurements and intraoperative ultrasound imaging are performed on all patients.

Medistim Annual Report - Fiscal year 2025 | page 26

Addressing serious, common and increasing

global medical problems

Cardiovascular diseases (CVDs) are the

number one cause of death, representing

approximately 1/3 of all deaths worldwide.

CVD is a general term for conditions

affecting the heart or blood vessels. It is

usually associated with a build-up of fatty

deposits inside the arteries (atherosclerosis)

and an increased risk of blood clots. It can

also be associated with damage to arteries

in organs such as the brain, heart, kidneys

and eyes.

The main risk factors for CVD are high blood

pressure, dietary risks leading to obesity,

diabetes, smoking, in addition to higher age.

Both obesity and diabetes are increasing

worldwide, reflecting economic growth

and a growing middle class in developing

economies. In parallel, the number of people

above 60 years of age is also growing

globally.

Treatment alternatives include the use of

pharmaceuticals, endovascular procedures

and open surgery.

Endovascular procedures, including

Percutaneous Coronary Intervention (PCI),

are considered less invasive by accessing

blood vessels through a small surgical

incision and using a catheter to insert and

to place a stent inside the arteries to obtain

revascularization.

A coronary artery bypass graft (CABG) is

an open chest surgery and involves taking

a blood vessel, also known as a graft from

another part of the body (usually the chest,

leg or arm) and attaching it to the coronary

artery above and below the narrowed area

or blockage.

7.2 Medistim’s solutions

Medistim’s devices are increasingly used to

support CABG and other vascular surgical

procedures. The solutions enable cardiac

imaging, blood flow measurement and

provide surgeons with immediate feed-back

on procedure outcome.

Intraoperative surgical guidance and quality

assessment with ultrasonic imaging and

blood flow measurement reduces risk of

stroke for the patient. It also provides

the surgeon with a tool to verify graft

functionality, indicate when revisions are

needed and to optimize graft strategy

during surgery.

Globally, more than 700 000 CABG procedures

are carried out on an annual basis. Although

the use of solutions for real-time blood flow

measurement and ultrasound imaging during

procedures is increasing, the vast majority

are executed by surgeons merely relying on

experience and physical finger palpation for

graft patency assessment.

Currently, only about 45 % of the

global CABG market is utilizing support

systems. Development of the overall

market, by increasing acceptance and

use of supporting technology such as

Transit Time Flow Measurement (TTFM)

and High-Frequency Ultrasound Imaging

(HFUS) represents Medistim’s main growth

opportunity.

Medistim is already the leading provider of

flow and imaging systems, with dominant

market positions in most developed markets.

The offering is two-fold; 1) medical systems for

monitoring and analysis, and 2) consumables,

including re-usable cardiac and vascular

probes and ultrasound imaging probes. Sales

of consumable correlates to the number of

procedures executed and is highly dependent

on size of in-stalled base of systems. The

company is continuously expanding its

footprint represented by a current installed

base of approximately 4 000 systems in more

than 70 countries.

Medistim develops this large under-

penetrated market through convincing

clinical documentation and support from Key

Opinion Leaders (KOLs), to make HFUS and

TTFM standard of care for CABG surgery.

Medistim will continue its technology and

product development to maintain its strong

position and strengthen its sales and

Medistim Annual Report - Fiscal year 2025 | page 27

marketing organization improving capacity

and outreach. Medistim’s ambition is that

its products and solutions shall benefit all

patients and surgeons all over the world.

Medistim assembles and manufactures

its devices and probes in Horten, Norway,

except for the imaging probes which are

produced by third parties.

7.3 Strategy

Medistim’s strategic progress relies on

strong clinical documentation, technology

and product innovation and development,

and the ability to effectively commercialize

its product portfolio worldwide.

Strong clinical studies by leading medical centers

create support from KOLs, and it is a strategic

priority to support this by sharpening the

focus on blood flow measurements, ultrasound

imaging, surgical guidance, and quality

assurance in relevant forums and channels.

Continuous technology and product

development are required to maintain and

develop Medistim’s leading position within

cardiac as well as vascular surgery, and

the company plans to launch new products

tailored to the specialties within these fields.

The company is continuously strengthening

all parts of its organization. This includes the

sales, service, marketing and medical teams

which interact directly with customers, and

the innovation, R&D, QA & Regulatory, and

manufacturing departments.

Medistim’s strategic priorities

1. Convert Flow-only market to a Flow-and-

Imaging market by establishing surgical

guidance and quality assessment as the

new standard of care through:

a. Early adopter and KOL support

b. REQUEST study

c. Ease conversion from Flow to Imaging with

MiraQ

2. Achieve routine use of both Flow and

Imaging by fighting ignorance, indifference

and ease-of-use objections through:

a. Clinical marketing, guidelines and

educational programs

b. Product innovation for ease of use

c. Increased sales force capacity

3. Offer an entry-level solution to reach

emerging, price-sensitive, high-growth

markets

4. Build and strengthen position in vascular

surgery through:

a. Dedicated system (MiraQ Vascular) &

probes

b. Building position with societies and KOLs

c. PATENT Study

5. Expand direct market coverage

7.4 Technology and products

Medistim’s medical devices are used to

improve quality of cardiovascular surgery

and are subject to high requirements and

product certifications with regards to quality

and safety, and require high competence

and excellent quality systems.

Technology

Medistim’s blood flow measurement (TTFM)

and high-frequency ultrasound imaging

(HFUS) systems measure, monitor and image

blood flow through veins or arteries with

precise accuracy during surgery.

The solution comprises two different

modalities: a quantitative measuring modality

(TTFM) and a qualitative imaging modality

(HFUS).

The sensor technology is based on

probes. The flow probes are placed on

a blood vessel, with the volumetric flow

measured and analyzed by the system

unit and displayed on-screen as blood flow

curves, values, and images. The imaging

functionality provides surgeons with real-

time guidance during surgery and enables

them to uncover possible causes of poor

blood flow, correct technical problems, and

achieve optimal clinical outcomes.

Medistim Annual Report - Fiscal year 2025 | page 28

Transit Time Flow Measurement -TTFM

With TTFM, ultrasound is used to measure

blood flow volume directly, based on the

fact that the time re-quired for ultrasound

to pass through blood is slightly longer

upstream (tu) than downstream (td).

The MiraQ offers the fastest and most

accurate flow measurements, verifying

graft patency while the patient is still at the

operating table.

High-Frequency Ultrasound Imaging – HFUS

Ultrasound Imaging can generate images

of target areas by transmitting ultrasound

pulses and receiving different echoes

depending on density. To help locate and

understand technical imperfections during

blood vessel surgery, the high frequency

ultrasound imaging probe can image

areas of concern on a real-time basis and

reveal morphological (structural) issues for

immediate correction before closure.

Epiaortic imaging allows a sensitive, direct

diagnosis of aortic disease, which can lead

to modifications in intraoperative surgical

management.

Epicardial imaging can be used

intraoperatively to assess coronary quality,

strategize graft placement, and visualize

constructed anastomosis (connections).

Imaging of the major carotids blood vessels

in the neck after carotid endarterectomies

(CEA) can reveal technical imperfections that

may lead to thrombus formation and stroke if

left unrepaired.

Products

Medistim launched its first flowmeter

based on transit time flow measurement

(TTFM) technology in 1994, the CardioMed.

Since then, the company has developed

several generations of quality assurance

equipment. In 2009, Medistim introduced

the first ultrasound imaging system and

probe, and the company is currently the

only supplier in the world that offers a user-

friendly integrated TTFM and intraoperative

high frequency ultrasound (HFUS) imaging

system.

Solutions for cardiac and vascular surgery

The MiraQ™ is Medistim’s most advanced

product line with configurations for both

cardiac and vascular surgery. The MiraQ

platform offers specialized configurations

for cardiac and vascular applications in the

products MiraQ Cardiac and MiraQ Vascular,

respectively. The MiraQ Vascular system

includes a specialized application menu with

a customized user interface adapted to

vascular surgeons’ requirements, and probes

tailored for vascular applications. The MiraQ

is also available with both configurations, as

the MiraQ Ultimate.

TTFM probes (cardiac and vascular family)

Flow probes utilize the reliable transit time

technology to accurately measure blood

volume flow intraoperatively in a wide range

of applications, from cardiac and vascular,

to transplant surgery. Used together with

Medistim’s systems, they provide fast,

accurate and reproducible information to

the surgeon instantaneously to provide

verification of graft patency and function.

The ultimate benefit is quality assurance

with immediate feedback that leads to

improved surgical outcomes.

Imaging probes

Medistim’s imaging probes are used to

provide intraoperative surgical guidance.

Epiaortic imaging allows a sensitive, direct

diagnosis of aortic disease, which can lead

to modifications in intraoperative surgical

management. Epicardial imaging can be

used intraoperatively to assess coronary

quality, strategize graft placement and

visualize constructed anastomosis. Medistim’s

flow probes can be used 50 times and

the imaging probe can be used 100 times

and even more if treated properly. All the

electrical components in use comply with

environmental standards for electronic waste.

Medistim Annual Report - Fiscal year 2025 | page 29

7.5 Research and development

Medistim continuously invests in existing and

new products to cover the surgical require-

ments for quality verification. The company

invests between 4 % and 10 % of annual sales

in research and development (R&D). In 2025,

the company invested 7.1 % (7.4 % in 2024) of

annual sales of own products in research and

development (R&D).

Product development for increased “ease

of use”

In order to grow technology adoption, it

is pivotal to make the products as easy

to learn and use as possible. Medistim is

therefore focusing on innovation to develop

new features and ensure “ease of use”

for the end-customer. The company’s

innovation team collaborates closely with

a network of surgeons and hospitals to

test prototypes and new ideas. The goal

is to capture the end customers’ needs

and expectations before initiation of costly

development projects which are subject to

strict regulatory regimes. The ambition is to

accelerate product innovation and reduce

development time by clarifying product

design and functionality before a formal

development process is initiated. The recent

launch of the MiraQ INTUI software platform

is an important step in this direction.

New production technology

A separate project is established to

redesign the PS probes in order to be able

to automate the production process of flow

probes. The project is expected to go on

for several years and will improve the probe

production capacity vastly.

Clinical studies support routine use of

Medistim’s technology

Medistim’s strategic progress relies on

strong clinical documentation by leading

medical centers to create support from

Key Opinion Leaders (KOLs) within cardiac

surgery and vascular surgery. It is a strategic

priority to support this by increasing

the focus on blood flow measurements,

ultrasound imaging, surgical guidance, and

quality assurance in relevant forums and

channels.

The circulation publication in 2021 and

the use of TTFM during CABG: In 2021

Medistim ‘s Transit Time Flow Measurement

(TTFM) technology received strong support

from leading experts, in a new publication in

the top journal Circulation.

Circulation – the official journal of the

American Heart Association – and one of

the highest ranked journals in cardiology

and cardiovascular medicine, published a

consensus paper by 19 of the world’s highest

renowned specialists in coronary artery bypass

surgery (CABG) on October 5

. The study

describes a systematic review to identify best

practice evidence for guideline development

published in the last 20 years. Over 2 200

articles identified, more than 1 550 of them

screened, and 38 of them included in this

review paper. The expert consensus process

resulted in a new flowchart for decision making

guidance to cardiac surgeons on how to

utilize TTFM during surgery. The first of the 10

consensus statements and justifications states

“TTFM should be used in every CABG case”.

The panelists agree “that quality assurance in

CABG procedures should be established as a

key component to improve patient outcomes”.

This is a pivotal paper for Medistim that

clearly graces all the initiatives to position

MiraQ™ technology for routine use during

CABG surgery. Having the technology in

focus in one of the world’s most renowned

cardiovascular journals indicates that

Medistim is moving in the right direction

with its strategy. Medistim’s REQUEST

study published in 2020 was one of the

key papers that was assessed to underpin

the importance of routine use of quality

assessment. This strong advocacy will

not only exert peer influence within the

community of cardiac surgeons, but it may

pave the way for new and enhanced clinical

guide-lines worldwide.

Medistim Annual Report - Fiscal year 2025 | page 30

In 2022, Mojgan Laali et al. published

the study “Impact of transit-time flow

measurement on early postoperative

outcomes in total arterial coronary

revascularization with internal thoracic

arteries: a propensity score analysis on 910

patients”. Outcome in 430 CABG patients

where TTFM was used was compared with

outcome from 480 CABG patients where the

surgeons were unwilling to perform TTFM.

The key finding is a significant reduction

in MACE from 6.9 % to 3.3 % - a 50 %

reduction by adding 3 extra minutes on

TTFM. This result was so convincing that

the previous non-believers at the hospital

adopted TTFM for graft evaluation. This set

of data is included in a large multi-center

study in France that Medistim believe might

ease the adaptation of TTFM in France.

In 2023 Medistim announced its

partnership with ROMA-Women, a

groundbreaking cardiac surgery trial

that is specifically focused on women.

Historically, cardiovascular research and

treatment protocols have primarily focused

on men, leaving women underrepresented

in clinical studies and potentially receiving

suboptimal care. Recognizing this disparity,

Medistim has joined forces with the trial

to champion gender-specific healthcare

advancements.

The multicenter randomized clinical trial,

ROMA-Women, will enroll about 2 000

women, studying the use of single versus

multiple arterial grafts in coronary artery

bypass (CABG) surgery. The trial is spear-

headed by renowned experts in the field

of cardiac surgery, including principal

investigators Mario Gaudino, Professor at

Weill Cornell Medicine, USA, and Stephen

Fremes, Professor at Sunnybrook Health

Sciences, Canada. More than 100 centers

across the world are expected to participate.

The trial is an extension of the ongoing

ROMA trial and has already enrolled about

700 women.

ROMA-Women aims to address the unique

cardiovascular needs and challenges faced

by women. Com-pared to men, women are

referred for CABG at an older age and have

more frequently diabetes, hyper-tension, and

dyslipidemia. From a surgical perspective, the

CABG operation is generally more complex

in women because of smaller and more

spastic coronary arteries than men. Hence,

it is believed that graft assessment may be

even more important in women, and in this

trial, graft patency will be assessed with

Medistim’s Transit Time Flow Measurement

(TTFM) and High Frequency Ultrasound

(HFUS) technologies.

Guidelines recommend intraoperative

ultrasound after Carotid Endarterectomy

(CEA) in 2022: The European Society

of Vascular Surgery (ESVS) revised their

Clinical Practice Guidelines in 2022 on the

management of atherosclerotic carotid

and vertebral artery disease by among

others, adding a recommendation of the

use of intra-operative completion control

with ultrasound imaging, to reduce risk of

perioperative stroke for patients undergoing

carotid endarterectomy.

The Guidelines are set to identify luminal

thrombus after flow restoration, diagnose

intimal flaps and diagnose residual stenoses

during surgery. The new recommendation

is based on a meta-analysis by Knappich et

al. 2021 that shows that both ultrasound

imaging and angiography are associated with a

reduced risk of death and stroke after CEA.

Professor Eckstein, University Hospital Rechts

der Isar, Munich, Germany, states that “This

new guideline recommendation clarifies

that intraoperative morphological control is

worthwhile. In my practice, ultra-sound imaging

for completion control after CEA has become

the standard of care, especially when surgery

is performed under locoregional anesthesia.

Intraoperative angiography is only needed if a

cerebral problem is suspected.”

Medistim Annual Report - Fiscal year 2025 | page 31

It is Medistim’s goal to develop a

strong position for its transit time flow

measurement (TTFM) and high-frequency

ultrasound (HFUS) imaging devices within

the Vascular market, including the CEA

segment. The recommendation of ultrasound

imaging as an alternative to the current

gold-standard angiography marks another

milestone for Medistim in the efforts

to establish the HFUS technology for

completion control in CEA. In the CIDAC

(Comparison of Intra- operative Duplex

Ultrasound and Angiography after Carotid

Endarterectomy) study, which was part of

the Knappich meta-analysis, Medistim’s

MiraQ Vascular device was used, and it

demonstrated the benefits of using HFUS

compared to angiography.

The results demonstrated that HFUS

detected significantly more high-grade

defects that needed revision compared

to angiography, and with significantly

higher interobserver reliability. The authors

conclude that given the lesser invasiveness,

HFUS could be considered as an alternative

to angiography for intra-operative completion

control in CEA, further strengthening the

support of using Medistim’s ultrasound

imaging device and probe for reducing the

risk of stroke after CEA. Based upon the

results from the study The European Society

of Vascular Surgery (ESVS) included the use

of HFUS when treating CEA patients.

Medistim launched in 2024 a clinical

study, the PATENT study, using TTFM and

HFUS in Vascular surgery.

The PATENT study is an open, prospective,

multicenter trial aimed at evaluating the

immediate clinical benefits and long-term

prognostic value of intraoperative completion

control using transit time flow measurement

(TTFM) and high-frequency ultrasound

(HFUS) imaging. The study focuses on

patients undergoing bypass surgery for

Critical Limb Threatening Ischemia (CLTI)

below the knee.

In 2010, estimates suggested that >200

million people worldwide were living with

peripheral artery disease (PAD)1. Accurate

data on the number of patients who have

CLTI is lacking but a large study from

the USA. found that 11 % of PAD patients

developed CLTI2. The rapidly increasing

worldwide prevalence of type 2 diabetes

is likely to have a significant impact on the

future incidence and prevalence of PAD and

CLTI, as well as their morbid end points.

When PAD develops into CLTI, the patient

will need immediate revascularization to

reduce the risk of limb amputation as well

as cerebrovascular and cardiovascular

complications. Peripheral bypass surgery

is one of the treatment alternatives, in

addition to endovascular interventions.

According to recent market research, over

500 000 peripheral bypass surgeries are

performed annually. In some countries,

vascular surgeons already utilize TTFM and

ultrasound for intraoperative completion

control. Insights from the University of

Helsinki have played a key role in shaping the

design of the PATENT clinical study.

The PATENT study seeks to evaluate the

immediate intraoperative clinical benefits

of using TTFM and HFUS during peripheral

bypass surgery in patients with CLTI.

Additionally, the study aims to assess

the prognostic value of TTFM and HFUS

in predicting one-year clinical outcomes,

helping to distinguish patients at high risk of

graft failure from those at low risk.

The PATENT study will enroll approximately

450 patients across 15 sites in the USA,

Europe, and Asia, with enrollment that

started in 2025. Recruitment is expected

to take around two years, with each

patient being followed for 12 months.

Medistim anticipates study-related costs

of approximately MNOK 25, spread over

a period of 3-4 years. The return on

investment is tied to the anticipated ability

to demonstrate improved clinical outcomes

through the use of TTFM and HFUS. This will

drive adoption and enhance competitiveness

compared to existing technologies like

Doppler ultrasound and angiography.

Medistim Annual Report - Fiscal year 2025 | page 32

Medistim’s value proposition lies in offering

a more comprehensive, reliable, and user-

friendly alternative to these traditional

methods.

The study is led by Professor Michael Conte of

the University of California, San Francisco, USA,

who is the lead author of the Global Guidelines

on the Management of CLTI. Positive results

is expected form the study. This is based

upon solid experience and compelling data

collected at the University of Helsinki, which

demonstrated a clear correlation between graft

flow values and graft failure.

7.6 Clinical application areas and

target markets

Lifestyle diseases such as obesity and

diabetes have increased significantly in

recent decades, increasing the need for

revascularization procedures. Cardiovascular

diseases (CVDs) are the most common

cause of death in the Western world and

on the rise in Asian and Latin American

countries adopting Western lifestyles.

The adoption of TTFM and HFUS for surgical

guidance and quality control is increasing.

However, about 55 % of surgeons still rely on

physical palpation for graft patency assessment,

even though “feeling” the pulse is an unreliable

indicator of actual blood flow through the vessel.

Hospitals and payers for surgery, such

as insurance companies, are increasingly

requiring documentation of performance and

quality control during any procedure, which

is expected to support the adoption of

Medistim’s solution over time.

7.7 Market for cardiac procedures

Percutaneous Coronary Intervention (PCI),

i.e. the use of stents, covers approximately

80 % of the revascularization procedures,

with CABG covering the remaining 20 %.

Clinical trials document superior results

achieved with CABG compared to PCI for

patients with multi-vessel disease. The

number of coronary artery bypass surgeries

performed has been stable over the past

several years, of more than 700 000 globally

per annum.

A decrease in the number of procedures

performed in Western countries in recent years

has been compensated by an increase in the

BRICS countries (Brazil, Russia, India, China

and South Africa). Globally, Medistim expects

a stable to growing trend in coming years.

Approximately 80 % of CABG procedures

are on-pump procedures while 20 % are

off-pump. Both are equally relevant for

Medistim’s technology for Trans-it Time Flow

Measurement (TTFM) and High Frequency

Ultrasound Imaging (HFUS). The US is

the single largest market for Medistim’s

products, representing close to 30 % of the

world market, with a combined European

market of a similar size.

Large untapped market

To date, Medistim has installed about 4 000

systems in more than 70 countries, and

Medistim’s flow meters have been used on

more than two million patients worldwide.

Medistim is the clear market leader in its

niche, and its systems are currently being

used in more than 40 % of all bypass

surgeries performed worldwide. Competing

providers using the transit time

measurement principle are estimated to be

used in about 5 % of the procedures

performed.

This implies that no equipment is being used

to verify blood flow in about 55 % of the

bypass surgeries. This untapped market

represents Medistim’s largest opportunity.

Medistim expects market penetration and

market share to increase gradually, as

surgical quality assurance gains more

attention and the superiority of the

Company’s solutions gain wider acceptance.

Total value of the global TTFM market for

CABG is estimated at to BNOK 1 per year.

Medistim Annual Report - Fiscal year 2025 | page 33

A unique product offering

Adding intraoperative ultrasound imaging

more than doubles Medistim’s market

potential, due to an expanded number of

applications and higher pricing compared to

traditional flow measurement technology.

The total market size within cardiac bypass

surgery is therefore estimated at around

BNOK 2 annually.

The MiraQ imaging functionality makes the

system relevant also for other types of cardiac

surgery, such as heart valve surgery. Medistim

estimates this added market potential to be

approximately BNOK 1 on an annual basis. This

market represents an add-on opportunity to

widen the use of the device beyond CABG

only and is not considered an independent

commercial strategy.

The combination of Medistim’s ultrasound

imaging technology and the MiraQ platform

represents a unique and differentiated product

offering in this market segment, which provides

Medistim with a competitive advantage.

Medistim recognizes the value of clinical

documentation and has initiated clinical studies

to support verification of the impact from its

solutions on CAGB surgery. The published

results from the REQUEST study in 2020

proved the clinical value of adding HFUS to

TTFM and the advantages of combining the

two modalities are increasingly being recognized

by the medical societies and cardiac surgeons.

This is support-ed by the study published in

the Circulation where 19 of the world’s highest

renowned specialists in coronary artery bypass

surgery (CABG) makes the statement: “TTFM

should be used in every CABG case”.

Guideline endorsements

Inclusion in the leading health organizations’

guidelines for clinical surgery is vital to

achieve «Standard of Care» status for TTFM

and HFUS in coronary bypass surgery.

Medistim engages in continuous dialogue

with a broad range of organizations to

increase awareness of and knowledge on

the company’s solutions.

Currently, TTFM during CABG procedures are

endorsed by the guidelines from the European

Society of Cardiology (ECS), the European

Association for Cardio-Thoracic surgery

(EACTS), and The British National Institute

for Health and Clinical Excellence (NICE). All

are highly respected organizations, and their

recommendations are expected to influence

clinical practice also in countries outside their

jurisdictions, including in the USA.

The health care providers and surgeons

performing CABG procedures are

conservative and it is hard to measure the

direct effect from recommendations and

studies. However, it is Medistim’s experience

that the recommendations have influenced

demand positively over time and expect

increasing recognition to continue to support

demand in the years to come.

Penalties for readmissions

Several countries are going through reforms

to make quality healthcare available to

a growing population in a financially

sustainable way. This includes demand for

higher quality procedures with less errors

and re-interventions. In the US, the Centers

for Medicare and Medicaid Services have,

for example, cut reimbursement for 30-

days readmission after CABG as a penalty

if hospitals have not been able to deliver

and document high quality surgical results.

Implementing technology that provides

intraoperative surgical guidance and

quality assessment is one way of achieving

and documenting improved quality and

outcomes.

Installed base conversion

Medistim expects several hospitals to

upgrade current systems to the more

advanced MiraQ system. It offers a wider

range of uses and the system’s imaging

functionality provides valuable additional

information to current TTFM, increasing the

economic value for the users.

Medistim Annual Report - Fiscal year 2025 | page 34

7.8 Market for Vascular surgeries

Applications # of Procedures Clinical needs

Peripheral Bypass > 500 000 Improve long-term graft patency | Improve quality of life

CEA > 250 000

Reduce risk of death and stroke | Improve cost

effectiveness

AV Access > 500 000

Secure maturation of shunt/fistula | Reduce risk of

cardiac failure and hand ischemia

Liver Transplant

Surgery > 35 000 Increase success rate for this costly procedure

Medistim has a strong position in the vascular market in the Nordic countries and in Germany and is working

to build similar positions in other markets as well. Medistim’s focus areas within Vascular Surgery include

peripheral bypass, CEA and AV access. The addressable market includes about 1 300 000 procedures and a

market potential of BNOK 4.

Peripheral bypass surgery is primarily performed on the major arteries in the legs, whereas CEA is a

procedure where blockages in the neck arteries are surgically removed to reduce risk of stroke. AV

access surgery is performed to create a successful shunt or fistula that is used to connect a patient

in need of dialysis to a dialysis machine. The MiraQ Vascular solution supports all three types of

interventions with ultrasound imaging and blood flow measurements guiding the surgeon during the

procedure to assure the quality of the clinical outcome. The MiraQ Vascular is a “versatile tool for a

variety of applications.”

Clinical support and studies are key enablers for Medistim to increase market penetration, also in vascular

surgery, which the CIDAC study and PATENT study mentioned under “7.5 Research and development” is a

good example of.

Medistim Annual Report - Fiscal year 2025 | page 35

7.9 Geographical target markets

Medistim is the undisputed market leader

in the global CABG market with a strong

position in core geographical markets.

AMERICAS (USA, Canada & Latin America)

Representing close to 30 % of the global

CABG market, USA is the most important

market for Medistim, accounting for over 50 %

of total revenue from own products in 2025.

The US subsidiary has 25 employees and

sales representatives covering all states, all of

which have extensive healthcare experience.

The company has had direct sales operations

in the US since 2007. Medistim has over 700

systems installed in the USA.

In addition to regular sales activities, the

commercial strategy includes cooperation

with influential surgeons and key opinion

leaders at leading cardiac centers. Company

representatives are in close dialogue with medical

associations like The American Association for

Thoracic Surgery (AATS) and The Society of

Thoracic Surgeons (STS), to motivate these

organizations to include Medistim’s equipment in

guidelines for standard of care for CABG.

The US CABG-market is underdeveloped, with

around 45 % of surgeries performed with

support from medical systems ensuring proper

blood flow. Medistim has a market share

of approximately 40 % of a total market of

approximately 200 000 annual bypass surgery

procedures and sees a substantial market

potential due to the still low penetration of

CABG surgery support systems.

To strengthen its offering, Medistim has

introduced a flexible business model for the

US market. In addition to traditional capital

investments and purchase of consumables,

hospitals can choose to either pay per

procedure or enter leasing agreements. Under

these agreements the systems are placed at

the hospitals free of charge, with the customer

purchasing a “per’ surgery” smartcard or

paying a monthly lease.

In 2023, Medistim established a direct sales

operation in Canada. Medistim already has a

strong position in Canada with presence in 22

of Canada’s 38 cardiac centers. About 18 000

coronary bypass surgeries are performed

in Canada per year, and about 50 % are

supported with Medistim’s technology. The

company is well positioned and continues to

grow with local sales representatives who will

focus on attracting new customers as well as

driving the conversion from devices with TTFM

technology only, to devices combining TTFM

and High Frequency Ultrasound (HFUS). In

addition, the market within Vascular surgery

provides further opportunities for growth.

In Latin America, Medistim is represented

through a distributor network.

EMEA

EMEA and Europe in particular represents

Medistim’s second largest market. The main

European markets are served through direct

in-country operations, while remaining markets

are covered by distributor agreements.

Nordic countries

Medistim has a strong position with all

cardiac centers in Norway, Sweden, Finland

and Denmark, with directs sales in Norway,

Denmark and from late 2023, Sweden.

Several vascular centers also have Medistim

systems that are being used on a regular

basis. The market share of CABG procedures

is above 70 %. All markets are mature, with

revenues mainly generated from sales of

consumables and irregular replacement

of old systems. In Norway, Denmark

and Sweden, Medistim also operates as

distributor for other surgical products.

Germany

Germany is the largest market in Europe,

with about 44 000 CABG procedures

performed per year and Medistim has had

direct representation there since 2002.

Medistim has a high penetration within

coronary surgery in Germany with a market

share of more than 80 % but still have

opportunities for growth by converting

customers to become both flow and imaging

customers. The vascular market represents

an opportunity for growth in the future.

Medistim Annual Report - Fiscal year 2025 | page 36

United Kingdom

In the UK, Medistim has had direct

representation since 2012. Some 15 000

CABG procedures are performed in the

UK every year, and Medistim’s equipment

is currently used in about 20 % of these.

Market penetration in the UK has taken

longer than anticipated, and sales are still

modest compared to the perceived potential.

Medistim expects increased adoption of

TTFM and HFUS following the 2022 up-

date to the NICE recommendation for use

of Medistim’s solutions. The company has

also established a solid reference center in

Oxford through the REQUEST study, further

supporting marketing of Medistim medical

solutions. Based on the US model, pay-

per-procedure or leasing agreements are

introduced to UK customers.

Spain

Medistim established direct representation in

Spain in 2017. Around 7 000 coronary artery

bypass surgery (CABG) procedures and 8 000

vascular procedures are performed per year.

Medistim has an installed base of 80 systems,

most of them on the VeriQ platform and older

versions. These versions only include TTFM

and do not support imaging modality.

Medistim sees great potential in upgrading

of the installed base to the MiraQ platform,

which provides the combination of ultrasound

imaging and TTFM in one system.

Medistim’s technology is used in 80 % of

all coronary surgical procedures as the

installed base is primarily in cardiac centers.

This indicates an untapped potential in the

vascular market, which represent only a

small number of Medistim’s installed base.

European distributor markets

Elsewhere in Europe, Medistim is represented

through distributors. This includes countries

such as Russia, Poland, Italy and France

which are considered as promising long-term

growth markets where market penetration

varies from 20 to 40 % within cardiac

procedures and an untapped potential within

vascular.

APAC

China

In order to expand the market coverage in

China, Medistim opened a direct sales office

in Guangzhou in 2023. This move was part

of the company’s ongoing commitment to

providing exceptional service to customers

as well as fulfilling the company’s global

growth strategy. About 80 000 coronary

bypass procedures are performed in China

annually and the number is expected to

continue to grow high single digit in the

years to come. Today, about 70 % of these

procedures are supported by Medistim’s

equipment, which is installed in all the

nation’s top 10 cardiac surgical centers.

Japan

With over 90 % of all CABG procedures

using Medistim technology for blood flow

measurement systems and ultrasound imaging,

Japan is one of the most developed markets

for Medistim’s solutions. The Japanese market

counts some 17 000 procedures annually.

Medistim announced in February 2026 that the

company is establishing direct representation in

Japan in 2026.

India

Approximately 130 000 CABG procedures

are performed annually. Medistim’s market

share is below 5 %. This is an interesting

target market for Medistim and with the new

distributor partnership with LivaNova, it is

expected that the Indian market will become

a future driver for growth.

Other markets

Medistim has established distributor

partnerships with LivaNova in Australia and

India, and Pacific Medical Systems in Asia

and is experiencing positive development

in these markets. The company has a high

market share in the Middle East.

Medistim Annual Report - Fiscal year 2025 | page 37

8. CORPORATE GOVERNANCE REPORT

Medistim depends upon good relations with its stakeholders to

succeed. Good corporate governance is important to build and

maintain trust and confidence in the company and ensure long-term

value creation in the best interest of the company’s shareholders.

8.1 Implementation and reporting on corporate

governance

Medistim is a Norwegian public limited company listed on Oslo Stock

Exchange and bases its corporate governance structure on Norwegian

legislation and recommended guidelines. The corporate governance

policy is subject to annual review by the Board of Directors.

The company observes the Norwegian Code of Practice (“Code” or

“Code of Practice”) for Corporate Governance, last revised 28th of

August 2025, issued by the Norwegian Corporate Governance Board.

This report discusses Medistim’s main corporate governance policies

and practices and how Medistim has complied with the Code of

Practice in the preceding year. Application of the Code is based on the

“comply or explain” principle, and deviations from the Code is explained

under each item

8.2 Business activity

Medistim’s mission is to develop cost-effective solutions to health-

care providers, patients and payers in the global surgical market. Its

Ultrasonic Surgical Guidance & Quality Assessment systems are built

for intuitive imaging of vascular morphology and instant assessment

of blood flow. With its tools, Medistim help surgeons improve surgical

quality to reduce adverse events and re- interventions, and ultimately

improve the patients’ quality of life.

The company’s business scope is clearly described in section 3 in the

articles of association: “to conduct research, development, production,

distribution and sale of medical equipment through its own business or

through participation in other companies, as well related activities”.

Medistim was founded in 1984 and develops innovative technology

and devices which increase the probability of a positive outcome of

surgery for patients and enable greater efficiency and lower costs for

healthcare providers by reducing additional and unnecessary surgical

reinterventions. The company’s long-term objective is to make its

solutions “standard-of-care” in the operating room.

The board has developed a clear strategy to effectively commercialize

its existing product portfolio worldwide. Risk management and internal

control systems are in place to manage operational and financial risks.

A description of the key risk factors and risk management can be

found in the board of director’s report in the annual report.

The company has prepared a code of conduct including principles for

ethical behavior, trade and anti-corruption that applies for all employees.

A separate report on how these guidelines and procedures are integrated

with the company’s activities and how they relate to value creation for the

company’s stakeholders can be found in “9. Sustainability Report” of this

Annual Report for 2025.

The company’s objectives, strategies and risk profile are subject to annual

review by the Board.

Deviations from the Code of Practice: None

8.3 Equity and dividend

At 31 December 2025, the company’s equity was MNOK 468.4, which is

equivalent to 70.9 % of total assets. The board continuously evaluates the

company’s capital requirements to ensure that the company has a suitable

capital structure considering its objectives, strategy and risk profile.

Medistim Annual Report - Fiscal year 2025 | page 38

Medistim’s shareholder policy is to maximize shareholder value.

This will be achieved through sound business development and an

aggressive growth strategy. Medistim will seek to provide annual

dividends, depending upon the company’s financial capacity and

financing needs to ensure future growth. The company will at all

times ensure that it has the financial capacity and equity to support

future plans for growth.

The Board of Directors proposes to pay a dividend for 2026 of NOK

8.00 per share corresponding to MNOK 146.2 based on the financial

results for the year. For 2024, the company paid a dividend of NOK

6.00 per share, corresponding to MNOK 109.9. Over the past ten years,

Medistim has paid a total of MNOK 700 in dividend to shareholders,

corresponding to an average payout ratio of approx. 80 %.

At the annual general meeting on 8 May 2025, the board was

granted two authorizations:

1. Authorization to increase the share capital up to NOK 458 433

by issuing 1 833 733 new shares at par value of NOK 0.25. The

authorization covers both cash and non-cash considerations,

including mergers. As of 31 December 2025, the authorization had

not been used.

2. Authorization to purchase own shares for up to NOK 458 433 equal

to 1 833 733 at the price range between NOK 0.25 per share to NOK

500 per share. The authorization can be used for financing purposes,

acquisitions or other commitments related to strategic or industrial

partners. As of 31 December 2025, the authorization had been used

to purchase 70 000 shares.

Both authorizations are valid until the next annual general meeting.

There was a separate vote on each of the two authorizations. For

supplementary information, see the minutes of the annual general

meeting available at www.medistim.com.

Deviations from the Code: None

8.4 Equal treatment of shareholders and transactions

with closely related parties

Medistim has one class of shares. Each share carries equal voting

rights, including the right to participate in general meetings. All

shareholders shall be treated on an equal basis, unless there is just

cause for treating them differently.

In the event of a capital increase based on authorization from the annual

general meeting, where the preemptive rights of shareholders are set

aside, the company shall provide reasons for the action in the stock

exchange release in which the capital increase is announced. There were

no such events during 2025.

Any transactions in own shares, i.e. a share buy-back program, will be

carried out either through Oslo Stock Exchange or at otherwise at stock

exchange prevailing prices. If there is limited liquidity in the company’s

shares, the company will consider other ways to ensure equal treatment

of all shareholders. For the period from and including 11 March 2025,

through 24th of April 2025, Medistim purchased a total of 70 000 shares

at an average price of NOK 178.63 per share. All shares were purchased

as ordinary market purchases on Euronext Oslo Stock Exchange. The

purpose was to fulfill the share program to management.

When there are major transactions between the company, its shareholders,

subsidiaries, members of the board, leading employees or other close

related parties, an evaluation will be carried out by an independent third

party. The general meeting will treat the matter according to law and

jurisdiction for Norwegian public companies. On the 4th of March 2025,

Intertrade Shipping AS purchased 860 735 shares in Medistim ASA at

NOK 151 per share. After the purchase, Intertrade Shipping AS owns

935,735 shares in Medistim ASA. Intertrade Shipping AS owns 100 % of

the subsidiary Fløtemarken AS and is controlled by Medistim ASA Chair

Øyvin Brøymer. Intertrade Shipping AS is controlling 12.1 % of the shares in

Medistim ASA after this purchase. Deviations from the Code: None

Medistim Annual Report - Fiscal year 2025 | page 39

8.5 Shares and negotiability

The shares of Medistim are freely negotiable. There are no

restrictions on owning, trading or voting for shares in the company’s

articles of association.

Deviations from the Code: None

8.6 The general meeting

The general meeting is the company’s highest decision-making

body. The general meeting is open to all shareholders, and Medistim

encourages shareholders to participate and exercise their rights

at the company’s general meetings. The board, or shareholders

representing at least five percent of the shares, may call for an

extraordinary general meeting when deemed necessary. Notice

will be sent to shareholders at least 21 days before the meeting as

required by law. The agenda, related documents and information

about the issues to be considered will be included in the notice.

To participate, shareholders will have to register at the latest one day

before the meeting. Shareholders unable to attend may vote by proxy.

Guidelines for proxy voting are given in the notice documents, with the

opportunity for separate voting instructions. Shareholders can vote

on each individual board committee candidate, and advance voting is

encouraged. The notice of general meeting opens for free appointment

of person to chair the meeting. However, practice has been that the

meeting is led by the Medistim ASA Chair of the Board. The board

of directors is represented at the meeting. The chairperson of the

board normally chairs the general meeting. Upon request, or when

deemed needed, the company’s auditor and nomination committee will

participate in the meeting. In 2025, Medistim held its annual general

meeting on 8th of May with 79.83 % of the shares represented. There

were no extraordinary general meetings during the year.

Remuneration of the members of the nomination committee is

determined by the general meeting.

Deviations from the Code: None

8.7 Nomination Committee

Medistim has established a nomination committee, as regulated in the articles of association section 7. The committee consists of three

members elected by the general meeting for a term of two years.

Name Role

Independent of

main shareholders

Representing a

specific shareholder

Served

since

Term

Expires

Participation in

meetings in 2025

Bjørn Henrik Rasmussen Chair Yes Follum Capital 2009 AGM 2027 100 %

Jonathan Schönbäck Member Yes Odin Forvaltning 2022 AGM 2026 100 %

Erik Rogstad Member Yes Acapital Medi Holdco as 2021 AGM 2026 100 %

Medistim Annual Report - Fiscal year 2025 | page 40

The guidelines for the nomination committee are governed by the company’s articles of association, which stipulate that members of the

nomination committee shall be shareholders in the company or shareholder representatives when elected as committee members. The

nomination committee is responsible for suggesting candidates to the board of directors and yearly compensation to the board and board

committees. Proposals for candidates to the board must be sent to the nomination committee at latest 14 days before the notice of

the general assembly is distributed. Proposals are to be sent to the nomination committee chair by email to: Bjørn H. Rasmussen post@

folluminvest.no

Remuneration of the members of the nomination committee is determined by the general meeting.

Deviations from the Code: None

8.8 Board of Directors, composition and independence

The board of directors shall constitute of three to seven directors as regulated in the articles of association section 5. The board and the

chairperson are elected by the general meeting for a period of two years and may be re-elected. The nomination committee ensures that not

all board members are up for election at the same time. At 31 December 2025, the board consisted of the following six directors:

Name Role

Independent of

main shareholders

Representing a specific

shareholder

Served

since

Term

Expires

Participation in board

meetings in 2025

Øyvin A. Brøymer Chair No Fløtemarken AS 2000 AGM 2027 100 %

Anna Ahlberg Member Yes 2023 AGM 2027 100 %

Gry Dahle Member Yes 2024 AGM 2026 75 %

Rune Halvorsen Member Yes 2025 AGM 2027 100 %

Tove Raanes Member Yes 2014 AGM 2026 100 %

Peder Strand Member No Acapital Medi Holdco AS 2024 AGM 2026 100 %

The composition of the board is based on representation of the company’s shareholders, as well as the company’s need for competence,

experience, capacity and ability to form balanced decisions. Information on each director’s expertise, background and capabilities can be

found on the company’s website www.medistim.com.

The nomination committee has evaluated all the directors to be independent of the company’s executive management and material business

contacts. Four out of six members are regarded as independent of the company’s main shareholders. The independence of board members is

also evaluated by the board.

Deviations from the Code: None

Medistim Annual Report - Fiscal year 2025 | page 41

8.9 The work of the Board of Directors

The board has the ultimate responsibility for the management of

the company and for supervising management, while the CEO is

responsible for the day-to-day management.

The board has adopted instructions for the board and the

CEO, which are focused on determining allocation of internal

responsibilities and duties. The board normally meets six to eight

times a year, while the CEO and Chair have continuous dialogue

about the company’s development.

The board has implemented procedures to ensure that members of

the board and executive personnel make the board aware of any

material (direct or indirect) interests that they may have in items the

company is about to enter. The board will also be chaired by some

other member of the board if the board is to consider matters of a

material character in which the chair of the board is, or has been,

personally involved.

The board has appointed an audit committee and a remuneration

committee. The audit committee is active during the year and

reviews all quarterly reports prior to presentation to the Board.

Written instructions are in place for both committees.

The Board of Directors is responsible for Medistim’s sustainability

reporting, and an ESG policy has been developed. The Audit

Committee monitors and supervises the sustainability reporting

process including the related controls, assurance of the sustainability

reporting and risk management at Medistim.

The Board and the Audit Committee perform a self-assessment of its

work once per year.

Deviations from the Code: None

8.10 Risk management and internal control

The board carries the responsibility to ensure that the company has

sound and appropriate internal control systems and risk management

systems reflecting the extent and nature of the company’s activities.

Sound risk management is an important tool to create trust, ensure

good environment, health and safety standards and enhance value

creation. Internal control should ensure effective operations and

prudent management of significant risks that could prevent the

company from attaining its targets. The board holds at least one

meeting a year with the auditor, to review the company’s internal

control routines, including identifying weaknesses and areas subject

to improvements.

Medistim complies with all laws and regulations that apply to the

group’s business activities. The group’s ethical guidelines, anti-

corruption policy and code of conduct for ethical trade describe the

main principles for ethical behavior which apply to all employees and

suppliers. A quality manual has been prepared based on internationally

recognized quality standards, to ensure that the company delivers

high quality products and services in accordance with product

specifications, relevant acts and regulations. The guidelines and

quality manual are subject to annual review by the board in connection

with the evaluation of the company’s internal control and risk

management. Medistim is also subject to strict medical rules and

regulations, requiring close monitoring and frequent audits of medical

equipment and the company’s practices concerning health, safety and

environment (HSE).

Medistim prepares its accounts in accordance with the International

Financial Reporting Standards (IFRS ®), which are intended to give a

true and fair overview of the company’s assets, financial obligations,

financial position and operating profit. The board receives monthly

reports from management on developments and results related to

finance and risk management, which are compared against budget,

Medistim Annual Report - Fiscal year 2025 | page 42

strategy approved by the board and last year’s performance. In addition,

quarterly reports are prepared in accordance with the recommendations

from Oslo Stock Exchange, which are reviewed and approved by the

board prior to disclosure.

The board has an annual meeting to review the company’s strategy

for the next three years, risk exposure and such internal control

arrangements. A summary of the main risks and risk management is

presented in the director’s report in the annual report.

Deviations from the Code: None

8.11 Remuneration of the Board of Directors

The board of directors receives a fixed yearly compensation decided

by the general assembly, based on the nomination committee’s

recommendation. The remuneration reflects the board’s responsibilities,

competence, time involved and the complexity of the business.

The remuneration of the board members is not performance based and

the company does not grant share options to any board members. No

loans are provided to board members.

More information on remuneration to the board can be found in “Note 21

Related party transactions” and “Note 28 Salaries and other benefits” to

the annual accounts.

Deviations from the Code: none

8.12 Remuneration of executive personnel

The main principle of Medistim’s executive remuneration policy is

that compensation should be competitive and provide the motivation

to attract and retain individuals with the required competence.

The board determines remuneration for the CEO, while the CEO

determines remuneration for the management team and leading

employees. Compensation of the management is based on market

terms and evaluated on a yearly basis. The terms have remained the

same over several years.

Remuneration of the CEO includes a share-based incentive plan.

The executive remuneration consists of a fixed salary and a variable

part linked to the company’s achievement and pension schemes.

No executives will receive additional compensation when leaving the

company.

Details on executive remuneration can be found on “Note 21 Related

party transactions” and “Note 28 Salaries and other benefits” of the

annual accounts.

Deviations from the Code: The Code recommends that the company’s

guidelines are included as a separate appendix to the notice calling for

the general meeting. The guidelines should inform which aspects are

advisory and which, if any, are binding. The general meeting should

vote separately on each of these aspects of the guidelines. Further, the

Code recommends that the guidelines contain information on criteria

related to performance related remuneration, which should be subject

to an absolute limit. Medistim includes a general description of the

company’s guidelines for remuneration in the annual report, alongside

information on remuneration to each director. Executive remuneration is

treated as one item by the general meeting.

8.13 Information and communications

The board has adopted a shareholder and information policy

which sets the basic principles for the company’s communication

and dialogue with capital markets participants. The company is

committed to providing its shareholders with timely, relevant and

accurate information on the company’s developments and plans.

Communication with stakeholders shall be based on the principles

Medistim Annual Report - Fiscal year 2025 | page 43

of equal treatment and transparency in order to build trust and

stakeholder confidence. The responsibility for the company’s investor

relations activities lies with the CEO and the CFO. The two roles are

the only ones who may speak on behalf of the company, as described

in the Medistim Investor Relations Policy from 2022.

Medistim’s IR activities shall help capital markets participants to make

an informed view on Medistim as an investment case, including its

financial situation and prospects, which will contribute to optimizing

the cost of capital and support a fair valuation of the company’s

shares. The company offers no forward-looking guidance regarding

sales or financial performance.

Medistim provides interim reports in line with Oslo Stock Exchange’

recommendations. Presentations are given in connection with the

disclosure of the interim results to provide an overview of operational

and financial developments. The presentations are open to the public

and made available through a webcast.

All information is provided in English, and is distributed to the

company’s shareholders through Oslo Stock Exchange’ news channel

newsweb.no and on the company’s website medistim.com.

Deviation from the Code: None, the Investor Relations Policy of 2022

clearly states that the CEO and CFO are the only ones entitled to

speak on behalf of the company.

8.14 Takeovers

In a potential offer where the effect of the transaction is a takeover,

the Board of Directors will handle the matter in a professional manner

and ensure same information and treatment of all shareholders.

A takeover requires a general meeting and the board of directors

will give their recommendation related to a potential offer for the

company’s shares.

Deviations from the Code: The board has not established separate

guidelines in the event of a take-over bid as recommended by the

Code. Take-over bids are usually specific, one-off, events which

makes preparation of guidelines challenging. In the event of a take-

over process, the Board will ensure that the company’s shareholders

are treated equally, and that the company’s activities are not

unnecessarily interrupted. The board will further seek to comply with

the relevant recommendations from the Code.

8.15 Auditor

BDO AS has been the company’s auditor since 2010. The auditor is

considered independent of Medistim ASA. Medistim uses the same

auditor for all companies within the group. The board receives

annual confirmation from the auditor that the requirements regarding

independence and objectivity have been satisfied. In 2023, a tender

process for audit services was performed, with all major audit firms

invited to give an offer. The process was thorough, and meetings

were held with several of the main audit firms. The outcome of the

tender process was that the company chose to continue using

BDO as the company auditor as they proved to be competitive both

regarding competence and pricing.

The auditor participates in the board meeting dealing with the

annual accounts. In this meeting, the auditor gives their views on

accounting matters and principles, risk areas and internal control.

The auditor participates in other board meetings at the request

of the board when the board wants to get the auditors’ view on

specific matters. The auditor attended five meetings with the audit

committee during 2025.

Remuneration paid to the auditor is set by the general meeting

and described in the notes to the annual accounts. The auditor

is attending the annual general meeting if requested by the

administration.

Deviations from the Code: None

Medistim Annual Report - Fiscal year 2025 | page 44

9. SUSTAINABILITY REPORT

9.1 Strengthening human health through improved surgery

Medistim operates in a highly regulated market with regards to

product quality, safety and compliance with requirements. The

company has a history of technical innovation and financial growth. It

recognizes sustainability as an important part of product and service

development and operations, and that it is a key contributing factor

to the long-term growth and value creation for all stakeholders.

We believe that, over time, companies that place environmental,

social and governance considerations at the top of their agendas will

be able to capitalize on growth opportunities, increase returns on

capital and reduce the cost of capital.

Sustainability and ESG have been high on the agenda for Medistim in

2025. Early in 2024, a collaboration with ESG sustainability advisor

CEMAsys was initiated, and this has been a good learning experience

for the Medistim. An internal focus group was established, with

relevant representatives from the company management. CEMAsys

has also been invited to Board meetings to give an update on the

requirements in the short and long term. A separate session with the

company Board of Directors was arranged, to increase awareness and

competence on Sustainability matters for Medistim.

The company ESG strategy has been refined, and Medistim aim to

demonstrate the company’s sustainable business conduct through

this process.

The first stage of this work was the value chain mapping of

Medistim’s operations. This company identified its most material

sustainability topics in accordance with ESRS methodology,

Medistim develops and sells products contributing to improve

patients’ quality of life and supporting effective health care systems

by enhancing quality during surgical procedures. The quality

assurance improves surgical outcomes and increases the likelihood

that the procedure is performed in a correct manner the first time.

This benefits patients, the health care system and reduces negative

impacts and cost for society at large.

Medistim’s mission over the past three decades has been to serve

patients, surgeons and health care providers with innovative and

cost-effective medical devices that measure blood flow and visualize

atherosclerosis and thereby help improve the quality and outcome of

cardiac and vascular surgery.

Medistim’s organization and culture are key drivers for the

stakeholder value creation. The culture is built on its four core values,

described in Chapter 7.1 which guides the daily activities.

The Board of Directors has the overall responsibility for aligning

Medistim’s strategy and sustainability considerations, while the

day-to-day responsibility lies with the CEO, supported by the Group

management. The Board of Directors oversee sustainability matters

of major significance to the Medistim Group including the approval

of the long-term ambition and targets, adoption of Medistim’s

sustainability reports and reviewing the sustainability performance.

The Board has the ultimate responsibility for sustainability matters

and risk oversight of Medistim. In addition, the Audit Committee

monitors and supervises the sustainability reporting process

including the related controls, the assurance of the sustainability

work and risk management of Medistim.

Medistim Annual Report - Fiscal year 2025 | page 45

through the double materiality assessment (DMA). Through numerous workshops, the value chain has been mapped out, with upstream

and downstream activities. Business activities in own operations have been identified, grouped where the activities are conducted

geographically. NACE classification of economic activities was used throughout the value chain mapping process to categorize business

activities and what sectors they fall under.

The purpose of this was to ensure a clear classification of business operations that could facilitate a better understanding of where

significant impacts occur in the value chain. Also, it allows for comparison with industry peers using the same NACE classifications to assess

best practices and sustainability maturity.

This also supports CSRD and ensures alignment with the categorization of economic activities in the EU Taxonomy, which may be implemented

at a later stage. The exact timing of this implementation is currently uncertain, as there are indications that the EU Taxonomy may be delayed.

Additionally, it has been suggested that a threshold will determine which companies are required to report according to the Taxonomy.

Through this work, Medistim ASA’s Tier 1 suppliers have been mapped. Additionally, Medistim Norge AS’ tier 1 suppliers have been identified

separately, as the company operates as a distributor and therefore differs from the rest of the group. Medistim has focused on tier 1 due to

direct contracts and the influence over Tier 1 suppliers but much less control over Tier 2 and beyond. Tracking complex global supply chains

is resource and time consuming. In the coming years, Medistim will strive to expand the scope of their suppliers in their value chain. In short,

the value chain mapping can be summarized in the following breakdown:

1. Upstream operations – Suppliers and input

2. Own operation – Internal operations and processes

3. Downstream operations – Sales, distribution, and use-phase

4. End-of-life – Disposal, recycling and circularity

Affected stakeholders:

In order to develop an understanding of key affected stakeholders’ interests and view on Medistim’s sustainability impacts, risks and

opportunities, the stakeholder interest assessment conducted in 2021 has been used as a foundation. The assessment in 2021 included

numerous stakeholders, namely investors, distributors, employees and suppliers. To secure the validity of this input, a new round of interviews

has been conducted in 2024 and 2025. Members of the Board, employees and customers have been interviewed, and the response from

the later interviews was in general very much in line with the findings of 2021. However, it is worth noting that tenders weight sustainability

alongside traditional criteria to a larger extent today, compared to in 2021.

Medistim Annual Report - Fiscal year 2025 | page 46

Stakeholder interests (Top 10)

1 Product quality, safety, and compliance with requirements from legislative and

regulatory authorities

2 Strengthening people’s health through improved surgery

3 Employee competence development and job engagement

4 Compliance with laws and standards for the working environment

5 Business ethics, including anti-corruption

6 Energy consumption and energy mix

7 Truthful and accurate marketing practices

8 Diversity and inclusion

9 Material use in products and their impact on the environment, diversity of

ecosystems, and living organisms

10 Accessibility of healthcare services and products for all

Double materiality, Impact, Risk and Opportunity (IRO):

A long list of potential IROs were assessed and resulted in a number of IRO’s for

Medistim. The IRO’s were considered regarding impact materiality and financial

materiality. ESRS’ topical standards were used as a foundation to the work, and each

topical standard with sub-topics and sub-sub-topics were considered with the value

chain visible, and potential and actual impacts were discussed and identified.

The compiled list states where IROs are concentrated in the business (own operations,

upstream, downstream etc.) and are categorized into sub-topics and sub-sub-topics where

applicable. In addition, time frame has been considered:

• Short-term horizon is considered 0-1 year

• Medium-term horizon is considered 2–5 years

• Long-term horizon is considered over 5 years

Based on this, scoring of both impact and

financial materiality has been conducted by

Medistim with support from CEMAsys. A

threshold was identified, and a sustainability

matter is considered material if its highest-

scoring IRO exceeds the threshold and

sustainability matter is considered not

material if its highest-scoring IRO falls below

the threshold.

Results of the Double Materiality

Assessment:

The table below shows the outcome of the

Double Materiality Assessment for Medistim.

Business conduct, customers and end-users,

pollution, climate change, circular economy and

workers in the value chain stand out as material

for Medistim. Each of those topics have sub-

topics, and this is where focus will be going

forward. The company will continue the efforts

within sustainability from the strong push in the

initial phases of this work.

During the year, the company has also started

the work on Carbon Footprint in line with the

Greenhouse Gas (GHG) protocol. Data collection

in Scope 1 (Direct emissions) and scope 2

(Indirect emissions) has been collected, and

scope 3 (Indirect emissions in the Value Chain)

reporting have been started. This will be further

developed during the coming years. Already,

the company has implemented changes to

the business operation to reduce the carbon

Medistim Annual Report - Fiscal year 2025 | page 47

footprint. The switch to partial green fuel on airborne goods is an example of such.

Medio 2025, the Transparency Act report was updated to reflect the changes to the

practices from the year before. Medistim strives for openness and transparency and will

continue supporting such initiatives going forward.

Stakeholder engagement and materiality

Medistim has conducted a materiality analysis following a stakeholder identification process.

Investors, distributors, suppliers and employees were identified as key company stakeholders

and invited to participate in the materiality analysis via a digital survey, followed up with

selected in-depth interviews.

Link to European sustainability reporting standards (ESRS)

The stakeholders were asked to grade

the importance of ESG related factors,

based on the SASB materiality map and

selected additional factors, by importance

for Medistim. A total of 46 stakeholders

participated in the survey; in addition a

number of stakeholders were interviewed

in 2024. Their answers combined

with interviews and a weighting of the

stakeholder groups provided the external

stakeholder ranking of the ESG factors.

This was contrasted with the responses

of an internal Medistim working group and

summarized in the materiality matrix.

By summarizing the factors identified

through the analysis, Medistim has defined

the following themes as material to the

company. The themes form the foundation

for this report:

• Product stewardship

• Responsible business

• People

Priorities going forward

This is the company’s sixth ESG report.

Medistim has continued to work with the

material topics identified and considered

initiatives on how the company can improve

performance for a more sustainable business

conduct.

During 2025, the European Commission

adopted a recommendation on voluntary

sustainability reporting for small and medium-

Medistim Annual Report - Fiscal year 2025 | page 48

Product quality and safety

Medistim develops and produces medical

devices used to improve quality of cardiac and

vascular surgery. The products are subject

to high quality and safety requirements

and product certifications and require high

competence and excellent quality systems.

Medistim’s quality management system

(QMS) ensures that its products and

services are delivered in accordance with

relevant acts, regulations and requirements.

The company’s QMS is based on the ISO

9000:2015 and ISO 13485:2016 standards,

and complies with national and international

standards, rules and regulations for

manufacturers and suppliers of medical

devices. The QMS consists of a set of

policies, standard operation procedures,

forms and work instructions to ensure that

the products meet required quality and

safety standards.

During the last few years, Medistim has

put efforts in the preparation for MDR, the

new Medical Device Regulation (2017/745/

EU). This is the new regulation from

EU that will strengthen patient safety

through stricter demands related to quality

and safety. In October 2024, Medistim

received EU Medical Device Regulation

(MDR) certification for its MiraQ ultrasound

systems and Transit Time Flow Measurement

(TTFM) probes. After years of preparation,

Medistim has successfully obtained its

first CE certificates under the latest EU

Medical Device Regulation. All medical device

manufacturers must be compliant with the

MDR regulation within 2027 and 2028,

depending on medical device risk class.

Obtaining certification for the Imaging probe

is next up.

However, since Medistim is focusing on quality

and safety in general, substantial preparations

for the new regulation have been made in the

last few years. Medistim relies on third-party

suppliers to achieve desired quality results for

products and services. All vendors of products,

raw materials and services used in the design,

development, production and servicing of

Medistim medical devices is subject to supplier

qualification. This includes consulting services

that can affect the quality management system

and product quality. The QMS also includes

procedures for selecting, assessing and

approving third-party suppliers such as supplier

audit programs and necessary documentation

to verify quality and ensure traceability.

The QMS is subject to regular reviews by the

management team. Employees are trained in

the company’s quality policies and standard

operating procedures which are continuously

evaluated and refined. All reports of adverse

events and product complaints are promptly

investigated and addressed. Adverse events

are reported to applicable health authorities

according to procedures.

sized companies, namely VSME (Voluntary

Standard for non-listed SMEs). The standard

was developed by EFRAG, the Commission’s

technical advisory body for sustainability

reporting. It provides a structured

framework for sustainability reporting, with

parallels to the legally mandated ESRS

(European Sustainability Reporting

Standards) framework, but in a significantly

simplified and more flexible format.

Medistim has proactively chosen to

implement the standard, even though it is

optional, and is on track to reach compliance

in the first half of 2026.

The collaboration with CEMAsys will

continue to strengthen the sustainability

focus in Medistim and to comply with VSME,

and the company is in a good position to

comply with requirements set out by EU and

OECD on future sustainability reporting.

9.2 Product stewardship

Patient safety is Medistim’s absolute priority

as a producer of medical devices. This

means focusing on quality and compliance

with applicable international and national

laws and regulations. Increasingly, in line

with stakeholders’ priorities, the company is

working to reduce the environmental impact

of Medistim’s products, manufacturing

process and distribution.

Medistim Annual Report - Fiscal year 2025 | page 49

Medistim had no quality incidents affecting

patient safety that led to any market actions

or need for reporting to health authorities e.g.

product recall or field corrective action in 2025.

Product life cycle and environmental footprint

Medistim has implemented an environmental

policy to increase environmental focus,

ensure sustainable operations and reduce its

environmental footprint.

The company’s direct environmental impact

relates primarily to the production facilities in

Horten, the distribution of products as well

as some traveling in connection with sales

and training activities. Medical equipment

is distributed by postal services with

commercial logistics providers based in the

Nordic region. Employees are encouraged

to take environmentally friendly options into

consideration, e.g., be considerate in how we

operate, do we have to fly out or can support

be offered through online meetings. Employees

are further encouraged to reduce consumption

and waste generated from their daily business

activities. Medistim has established routines

for management of chemicals and waste.

The lifetime of Medistim’s products is defined

either by the number of use or expected

time of performance after distribution to the

market. Average lifetime of the MiraQ machines

is seven years. The upgrade option with the

MiraQ platform from a flow system to a flow

and imaging system reduces electronic waste.

Flow probes can be used 50 times and the

imaging probe can be used 100 times and

even more if treated properly. All the electrical

components in use comply with environmental

standards. Hospitals and treatment centers

are responsible for safe disposal of the

equipment when it has reached end-of life.

All relevant materials used are subject to

biocompatibility testing to ensure that they

are not harmful for the patient or operator.

All equipment which is in contact with

human tissue is designed to withstand

required sterilization processes. In addition,

Medistim seeks to include in the supplier

agreements the intent to use environmentally

friendly materials and transport.

Medistim is assessing the opportunity to

provide remote servicing of its devices, which

may reduce travel activity and reduce shipping.

Product risk management

Risk management of Medistim’s products’ life

cycle is based on current standards, regulations

and national legislation related to medical

devices, clinical experience and documentation

with these and similar devices as well as state-

of-the-art technology. The company’s product

risk management procedures are governed by

the QMS.

In the making of upgrades, new products

or next generation of product, the company

strives to focus on “ease of use”. Not only

does it lower the threshold for surgeons to

take the equipment in use to improve quality

of the surgery, it also reduces the risk of

making an error during the procedure.

ESG goals for 2025 were:

• Refine ESG strategy for Medistim ASA

in order to comply with CSRD

• Continue working on KPIs for emissions

and consumption

• Reduce carbon footprint related to

transportation of goods by switching to

sustainable fuel on goods in and out of

production site in Horten

• Update the company’s Transparency

Act report from 2024

The ESG strategy for Medistim has been

refined and the ESG initiatives set out through

the last year have been closely followed

up by the Board of Directors and the Audit

Committee.

Medistim has through the year continued

collecting data in the Carbon Footprint module

provided by CEMAsys. When historical data is

in place, targets and KPI’s will be developed to

monitor development over time.

Medistim Annual Report - Fiscal year 2025 | page 50

Switching from traditional fuel to a mix

consisting of green fuel was implemented

in 2024. This will have significant effect on

emissions going forward.

Goals for 2026:

• Continue to develop Medistims

sustainability data collection

• Continue working on targets and KPIs

for emissions and consumption in order

to reduce the carbon footprint for

Medistim

• Update the company’s Transparency

Act report of 2025

• To be compliant with the voluntary

standard VSME during first half of

2026

• Prepare for an auditable sustainability

report for 2026 incl Carbon Footprint

and Green House Gas (GHG) emissions

9.3 Responsible business

Ethical business conduct and compliance

with Norwegian Transparency Act

Compliance with national, regional and

international laws and regulations is mandatory

in all of Medistim’s activities, but good business

ethics goes beyond mere compliance. In order

to live up to the company’s mission and values

and achieve its strategic goals, everyone

is responsible for acting in a manner that

safeguards the interests of Medistim and its

stakeholders. This way, Medistim will continue

to build trust and credibility as a foundation for

sustainable operations over time.

Medistim’s framework for good business

conduct includes ethical guidelines and an anti-

corruption handbook that together shall ensure

compliance and sustainable operations across

the company and its supply chain.

Medistim’s ethical guidelines are built on

central UN and ILO (International Labour

Organization) conventions and principles for

human and labor rights and reflects Medistim’s

values and ethical view on good business

conduct. The guidelines clarify Medistim’s

expectations to employees’ behavior and cover

areas such as discrimination and harassment,

substance abuse, confidentiality and

protection of information, privacy protection,

conflicts of interest, communication, inside

information and whistle blowing.

Medistim is committed to a zero-tolerance policy

of corruption, which means that the company

strictly opposes all forms of corruption. The

anti-corruption handbook describes and explain

the company’s anti-corruption policy and

how employees shall act to avoid any illegal or

unethical situations in relation to existing and

potential business partners.

The ethical guidelines and anti-corruption

manual are applicable to all Medistim’s

employees, including subsidiaries and board

of directors, as well as business partners

for sales and distribution. All employees and

partners must approve in writing that the

guidelines are read and understood. This is

also followed up after revisions and updates

to the guidelines. Violation of the guidelines

may have consequences for the employment

or partner relationship. There were no

reported concerns during 2025.

The Norwegian Transparency act based on

OECD guidelines obligates companies to

conduct human rights and decent work due

diligence and follow-ups throughout their supply

chain and business relationships. Medistim has

conducted such due diligences on suppliers and

business relationships for many years and has a

well-established routine for such due diligences.

The Medistim Transparency Act Report was

presented during the first half of 2025 and

shows that Medistim is operating in line with

Transparency guidelines set by OECD. The

complete report can be found at medistim.com.

Whistle blowing

Medistim has established routines for

reporting concerns related to illegal or

unethical conduct, including a whistle

blowing channel for discrete and confidential

handling of any potential reports. There were

no reported concerns during 2025.

Medistim Annual Report - Fiscal year 2025 | page 51

Responsible selling practices

Medistim is a global leader in developing products for quality control

within cardiac and vascular surgery. The company’s products

are sold either directly through subsidiaries or distributors in all

continents. A standardized sales process has been established to

ensure truthful and responsible selling practices as well as clearly

defined requirements related to implementation of the solutions.

All customer communication is done by trained and authorized

personnel.

Medistim has a flexible business model in which product offerings

and prices are adapted to individual markets. Each distributor sets

the local end user-price in their markets.

The company engages in continuous dialogue with a broad range of

organizations to increase awareness and knowledge of its solutions.

Inclusion in leading health organizations’ guidelines for clinical surgery is

vital to achieve “Standard of Care” status.

Data security and customer privacy

As a healthcare company, Medistim may gather and store personal data

as part of its research and development projects. At the same time,

personal data is increasingly at risk of being misplaced, stolen or shared

without consent. Medistim recognizes its responsibility of managing the

data collected in a responsible manner and keeping the data safe.

The company is subject to laws and regulations that stipulate how

personal data can be collected and managed, such as General Data

Protection Regulation (GDPR). Strict guidelines and procedures have

been implemented to ensure compliance. This involves regular reviews

and development of the company’s internal control systems and

risk management processes to continuously improve and address

existing and emerging data security and privacy threats. No service is

conducted on equipment before patient data have been deleted.

To ensure a modern, secure and well-functioning IT platform, the

company has outsourced its IT management to a professional service

provider. Any breaches to data security and consumer privacy will be

reported and followed up immediately. Medistim registered no data

and GDPR breaches and no wrongful sharing of personal customer

data incidents in 2025.

9.4 People

Medistim is committed to being a responsible employer and promotes

an open and strong corporate culture. The company supports

internationally recognized human rights and labor standards, as

defined by the International Labour Organization’s (ILO) fundamental

conventions and the UN Declaration of Human Rights.

When assessing compensation there is a distinction between

educated and skilled employees. The skilled group is typically trained

employees by Medistim where formal education is not required. In

total, the gender balance is equal, but more women are in the group

of skilled employees. This explains the difference in average salary.

Comparing men and women in the same groups the terms are equal.

The compensation includes both fixed salary and bonuses.

Goal for 2025 was as following:

• Complete employee engagement survey in Norway

The employee engagement survey was carried out by the HR service

provider Medvind medio 2025 and showed that people in general are

very happy at Medistim. The survey was done for the whole Medistim

Group in 2025 and gave interesting insight into employee satisfaction

around the company. In general, feedback was positive with high

scores ranging between 4 and 5 out of 6 on average. The survey

showed that people were very satisfied with their jobs and had a good

relationship with their colleagues.

Medistim Annual Report - Fiscal year 2025 | page 52

Employee skills and job engagement

The ability to attract and retain a skilled workforce is imperative for

Medistim to succeed over time. At year-end, Medistim employed 159

people (154).

The company has developed a competence matrix which clarifies

required competence and resources needed to ensure the

right quality of the products and services provided and to meet

customers’ needs. Individual training programs are set up for each

employee, either when onboarding new workers or after individual

evaluations. The training is tailored to each role, tasks and duties and

includes tutoring and participation in internal and external courses,

seminars and other relevant arrangements.

New from 2025, has been the establishment of the Medistim

Academy training program, covering Cardiac and Vascular training

in separate courses with Certification when passed. This effort

has been highly effective and widely appreciated by the sales

organization. The programs have also included sales training,

branded STIM Selling.

Working environment

Medistim strives to ensure a good working environment. All

employees are entitled to an annual performance review with their

immediate supervisor.

Sick leave for the year totaled 3.3 % or 1 330 days (2.9 % or 1 095

days). No work-related incidents or accidents were registered in

2025 (0).

In order to improve the working environment, actions are taken to reduce

static load for the operators in production and reduce exposure to dust,

gases and chemicals. Long term, the goal is to add automation in the

production process.

A separate project is established to redesign the PS probes through

machine learning and automation. The project is expected to go on for

several years and will improve the probe production capacity vastly.

Furthermore, Medistim has established a company sports team, of

which taking part in the Holmenkollen relay race was a highlight also

in 2025. Also, vegetarian lunch every Tuesday is implemented at the

Head Quarter in Oslo.

Diversity and equal opportunities

Medistim promotes a productive and inclusive working environment,

free from harassment, discrimination, and disrespectful behavior.

All employees are offered equal opportunities with regard to hiring,

compensation, training and promotion regardless of gender, age, ethnic

and national origin, religion, sexual orientation, social background or other

distinguishing characteristics.

Competence is the main priority when recruiting for new positions.

Medistim has equal gender distribution with 51 % women and 49 %

men, as the Group traditionally has recruited from environments

where women and men are equally represented. The company

practices equal pay within the same salary range, but on average

Group level, men are paid more due to the higher share of higher-

level positions.

Medistim offers full pay during parental leave for both men and

women, and in 2025, 4.9 % of Medistim’s female and 2.6 % of male

employees took parental leave.

Medistim is a company in growth with an increasing number of

employees, which increases diversity and complexity. Medistim

acknowledges this and a formal HR function was established 2021.

Medistim Annual Report - Fiscal year 2025 | page 53

Summary ESG KPIs table 2025 2024

Indicators

Working environment, health and safety

Number of employees 159 154

Number/ share of part-time employees 0 -

Turnover - number of employees leaving 9 10

Sickleave (%) 3.3 % 2.9 %

Number of work-related injuries - -

Gender balance, % women of group total 50.9 % 52.6 %

Gender balance, % women executive management 41.7 % 41.7 %

Gender balance, % women Board of Directors 50 % 43 %

Number of women hired during the year 6 8

Number of men hired during the year 8 4

Age distribution, employees < 30 years 5 6

Age distribution, employees 30-50 years 82 78

Age distribution, employees > 50 years 72 70

Average salary female employees in NOK 860 979 800 832

Average salary male employees in NOK 1 246 628 1 237 746

All employees incl. management level, womens share of salary

per position 1 050 165 1 043 019

Executive management, womens share of salary per position

(Hay Grade) 34 % 33 %

Number of weeks for maternity leave (women) 53 16

Number of weeks for paternity leave (men) 38 -

Responsible operations

Employees conducted training in ethical guidelines/Code of

Conduct (%) 100 % 100 %

Reported whistleblower incidents - -

Reported incidents of corruption - -

Breaches of labour practices in the supply chain - -

Governance

Number of board members 6 7

Independent board members 4 5

Average age of board members 56 57

Meeting participation (%) 96 % 100 %

Medistim Annual Report - Fiscal year 2025 | page 54

Amount in NOK 1 000 Note 2025 2024

Operating income and expenses

Revenue

1, 2 699 767 562 599

Cost of materials 3 128 174 113 680

Salary and social expenses 4, 21 230 335 185 113

Other operating expenses 5, 8 120 233 108 220

Depreciation and amortisation expenses 6, 7, 12 24 828 24 510

Operating profit 196 196 131 076

Financial income and expenses

Financial income

9, 20 27 498 11 499

Financial expenses 9, 20 16 845 8 329

Net finance 10 653 3 170

Profit before tax 206 849 134 246

Tax expense 10 47 639 30 414

Profit for the year 11 159 210 103 832

Earnings per share

Basic

11 8.71 5.67

Diluted

11 8.71 5.67

Statement of other comprehensive income

Profit for the year

159 210 103 832

Exchange differences arising on translation of foreign

operations (12 876) 16 184

Total comprehensive income 146 334 120 016

Total comprehensive income for the year attributable to

equity holders of the parent comany 146 344 120 016

10. GROUP CONSOLIDATED FINANCIAL STATEMENTS

10.1 Consolidated income statement and other comprehensive income

Medistim Annual Report - Fiscal year 2025 | page 55

10.2 Consolidated statement of financial position

Amount in NOK 1 000 Note 2025 2024

Assets

Property, plant and equipment 6, 7 79 386 71 781

Deferred tax asset

10 9 221 9 022

Intangible assets

12 86 098 60 717

Other non-current receivables

21 8 176 4 317

Total non-current assets 182 881 145 837

Inventory

14 161 132 160 521

Accounts receivable

15 86 388 68 980

Other current receivables

15 18 112 20 421

Cash and cash equivalents

16 212 088 179 210

Total current assets 477 721 429 131

TOTAL ASSETS 660 601 574 968

Equity and liabilities

Share capital

17 4 585 4 585

Treasury shares

17 -14 -6

Share premium 41 852 41 852

Other paid in capital 30 884 25 804

Issued capital

Other reserves 22 283 35 578

Retained earnings 368 817 328 798

Retained earnings 391 100 364 376

Total equity 468 407 436 611

Lease liabilities

7, 18, 24 37 677 25 059

Deferred revenue

24 11 309 5 931

Total non current liabilities 48 985 30 990

Accounts payable 26 629 17 730

Income tax payable

10 42 389 27 375

Other current liabilities

19 56 405 50 127

Provisions

22 6 192 2 831

Lease liabilities

7, 18, 24 11 594 9 305

Total current liabilities 143 209 107 367

Total liabilities

20 192 194 138 357

Total equity and liabilities 660 601 574 968

Medistim Annual Report - Fiscal year 2025 | page 56

77 307 72 235

10.3 Consolidated cash flow statement

Amount in NOK 1 000 Note 2025 2024

Cash flow from operations

Profit before tax 206 849 134 246

Income tax paid -28 340 -28 404

Depreciations and amortizations

6, 7, 12 16 015 15 395

Change in inventory

14 -612 -15 130

Change in accounts receivable

15 -17 408 5 323

Change in accounts payable 8 899 1 951

Share program for management

21 3 223 1 068

Change in other accruals -1 542 28 655

Net cash from operating activities 187 084 143 104

Investing activities

Purchase of property, plant and equipment

6 -5 492 -6 068

IT infrastructure

12 -10 034 -

Product under development

12 -17 484 -18 625

Net cash from investing activities -33 010 -24 693

Financing activities

Dividend

11 -109 465 -82 414

Net change purchase own shares -4 654 -

Principle and interest paid on lease liabilities

7, 24 - 9 357 -9 115

Net cash from financing activities -123 476 -91 529

Foreign currency effect on cash

2 280 -1 544

Net change in cash and cash equivalents

32 878 25 338

Cash and cash equivalents as of 01.01 179 210 153 872

Cash and cash equivalents as of 31.12

16 212 088 179 210

Available cash and cash equivalents and cash

withholding

Available cash and cash equivalents as of 31.12

16 206 188 171 272

Cash withholding for taxes

16 5 900 7 938

Cash and cash equivalents as of 31.12 212 088 179 210

Change in other accruals was related to bonus, commissions and other expenses accrued in

2025 but not paid in 2025.

Medistim Annual Report - Fiscal year 2025 | page 57

10.4 Consolidated statement of change in equity

Amount in NOK 1 000 Note

capital

Treasury

premium

fund

Other

paid in

capital

Total

paid in

capital

Other

reserves

Retained

earnings

Other

equity Total Equity

Equity as of 31.12.23 4 585 -13 41 852 24 743 71 167 19 394 307 380 326 774 397 940

Total comprehensive income

for the period - - - - - 16 184 103 832 120 016 120 016

Share-based payments 17, 21 - 8 - 1 061 1 068 - - - 1 068

Other corrections - - - - - - - - -

Dividend 11 - - - - - - -82 414 -82 414 -82 414

Equity as of 31.12.24 4 585 -6 41 852 25 804 72 235 35 578 328 798 364 376 436 611

Total comprehensive income

for the period - - - - - -12 876 159 210 146 334 146 334

Net change in own shares 17, 21 - -8 - 5 080 5 072 - -9 726 -9 726 -4 654

Other corrections - - - - -419 - -419 -419

Dividend 11 - - - - - - -109 465 -109 465 -109 465

Equity as of 31.12.25 4 585 -14 41 852 30 884 77 307 22 283 368 817 391 100 468 407

Comments to other reserves:

Other reserves in the equity reconciliation are differences related to translating equity from foreign subsidiaries to NOK. The subsidiaries

present their financial statements in EUR, GBP, DKK, CAD, SEK, CNY and USD. When translated to NOK a difference occurs due to the

change in the exchange between NOK and these currencies. By year end 2025 this difference was TNOK 22 283 and the change for the

year was TNOK -12 876. By year-end 2024, the equivalent was TNOK 35 587, a change of TNOK 16 184 from the year before.

Medistim Annual Report - Fiscal year 2025 | page 58

Treasury shares

When treasury shares are purchased, the

purchase price including directly attributable

costs is recognized in equity. Treasury

shares are presented as a reduction of

equity. Loss or gain on transactions of

treasury shares are not recognized in the

income statement.

10.5 Basis for preparation of financial

statements

Accounting policies

Medistim ASA is a public company listed

at the Oslo stock exchange. Medistim ASA

is incorporated in Norway. The main office

is located in Økernveien 94, 0579 Oslo,

Norway. The Medistim group’s business is

within developing, producing, service, leasing

and distribution of medical devices.

The board of Director’s and the CEO

authorized these financial statements for issue

on April 14th 2026. The financial statement

for the group is prepared in accordance with

IFRS® Accounting Standards as adopted by

the EU and effective as of 31.12.2025.

The consolidated accounts have been prepared

using consistent accounting policies for similar

transactions and events. The accounting

principles for the group for 2025 are the same

as for the principles used in 2024.

The group presents its financial statements

in NOK. This is also the functional currency

for the parent company. Asset and liabilities

of subsidiaries with other functional currency

than NOK, are translated to NOK using the

exchange rate at the balance sheet date. For

the income statement, the average monthly

rate in the period is used. Translation

differences arising from translation to

presentation currency, is recognized in

other comprehensive income and presented

as “other reserves” in the balance sheet.

Translation differences are recognized in

profit and loss when the investment is sold.

Exchange rate differences on monetary

assets and liabilities that in substance

is part of the net investment in a foreign

operation, are also included in translation

differences.

The consolidated accounts include Medistim

ASA and companies controlled by Medistim

ASA.This is detailed in “Note 32 Shares in

Subsidiaries” in the separate accounts of

Medistim ASA later in this report.

10.6 Use of estimates and judgement

The preparation of the consolidated financial

statements requires management to make

judgments, estimates and assumptions that

impact the recognition and measurement of

certain assets, liabilities, revenue and cost.

The following area involves the most critical

estimates and judgments for the company:

• Research and development cost relating

to internally developed technology and

software “Note 12 Intangible assets”

• Goodwill “Note 12 Intangible assets”

• Deferred tax assets”Note 10 Income

tax”

• Inventory provision “Note 14 Inventory”

• Provision for bad debt “Note 15

Accounts receivables and other

receivables”

The global market is in macro-economic

turmoil, with energy crisis, inflation pressure,

increasing interest rates and higher cost levels.

Non-current consequences of the growing

geopolitical uncertainty are unclear but might

lead to continuing challenges in the global flow

of goods. Medistim is taking mitigating actions

to ensure access to key components to secure

production and maintain growth and profitability

also for the future.

Medistim Annual Report - Fiscal year 2025 | page 59

10.7 New and amended standards

effective from 2025

There are certain changes in standards IAS

7, IAS 8 and IAS 34. These do not impact on

the group’s financial statements.

10.8 New and amended standards

not yet effective

New IFRS Accounting Standards,

interpretations or amendments that are

issued buy the IASB, but not yet effective,

are not expected to cause any significant

changes for the financial reporting for

Medistim, except for the new IFRS 18

Presentation and Disclosure in Financial

Statements. IFRS 18 will replace IAS 1

and applies for annual reporting periods

beginning on or after January 1, 2027.

IFRS 18 introduces new requirements for

presentation in the income statement,

how to group information in the financial

statements and introduce disclosure

requirements for management-defined

performance measures. The main effect for

Medistim is the presentation of financial

income and expenses where these items

at present are presented separately. In

IFRS 18 these Items will be presented as

operating income or expenses if it is related

to the company core operations. Financial

transactions that are not linked core

operations will still be presented as financial

income or expense.

10.9 Notes to the accounts

NOTE 1 REVENUE

Medistim uses the 5-step model as a

basis for income recognition. Based on the

contract model applied and the obligations

in the contract, the price is determined and

allocated. Depending on the first 4 steps,

income recognition is initiated. The different

ways of income recognition are described in

detail below. Revenue from contracts with

customers is recognized when control of

the goods or services is transferred to the

customer at an amount that reflects the

consideration to which the group expects to

be entitled in exchange for those goods or

services.

Group revenue can be split into three

different categories that have different

risk and return on investment profile. The

split is according to the company’s internal

reporting structure.

The categories are as follows:

1. Revenue from sale of capital equipment

(MiraQ) and consumable (probes)

2. Revenue from lease of equipment

(MiraQ and probes)

3. Distribution and sales of third-party

products

Categories 1 and 2 cover the same

equipment (MiraQ system) and consumables

(probes). These are the products that are

developed and produced by Medistim and

is distributed through local partners unless

Medistim has local representation.

1. Sales of capital equipment and

consumables:

The sale of equipment and the sale of

consumables are considered separate

performance obligations. Determination of

when the performance obligation is considered

fulfilled varies with shipping and delivery terms

that decide the timing of when the customer

takes control over the goods. Standard delivery

terms are either EXW or FCA. With EXW

terms control is transferred when products

are shipped from the factory. With FCA terms

customer control is transferred when products

are delivered at customer site. Revenue is for

both delivery terms recognized at point in time.

Payment terms vary from 30 to 90 days.

The group provides warranties for general

repairs of defects that existed at the time

of sale. This is considered an ordinary

assurance type warranty, and not a separate

performance obligation. A warranty provision

is recognized, see “Note 21 Related party

transactions”. In addition, service contracts /

extended warranty options can be arranged.

Revenue related to these contracts are

Medistim Annual Report - Fiscal year 2025 | page 60

recognized on straight line basis over the

duration of the contract.

2. Revenue from lease of equipment and

probes:

The group has a range of contracts related

to leases of equipment and probes and can

be split in two categories:

• Payment per procedures

• Lease of equipment and sale / lease of

probes

Payment per procedure:

Under this model, the equipment and probes

are placed at the customer site free of charge.

For the customer to be able to use the

equipment a procedure (smart card) must be

purchased. One procedure equals the right

to use the equipment for one surgery. When

the customer purchases the smart card that

makes the system available for use.

The agreement is considered a lease with

variable lease payments. Revenue is variable

and recognized based on the actual use of the

equipment and probes as this represents the

pattern that the benefit from the use of the

equipment and probes is diminished.

Flow customers purchase a flow procedure,

while flow and imaging customers purchase

both a flow procedure and an imaging

procedure. It is therefore a split of revenue

between flow procedures and imaging

procedures. Revenue is recognized as

described above. The customer is dependent

upon the smartcard to open the equipment

and probe for use. The agreements are

operational since equipment is returned when

the agreement expires.

The individual agreement contains a minimum

use clause. The duration of the agreement is

1-3 years, but divided into 12-month cycles,

so minimum usage applies for 12 months at

a time. If minimum usage is not achieved,

Medistim has the right to extract the

equipment from the customer site.

Lease of systems and sales/lease of probes:

Under this model, the customer leases the

system and purchases probes when needed.

The system revenue is recognized on a

straight-line basis over the lease term. Probe

revenue is recognized when the probe is

delivered to the customer.

When probes are leased the expected probe

consumption according to the contract

is recognized on straight line basis but

on a regular adjusted for actual probe

consumption.

Other terms in the agreements:

If a customer with a pay per procedure or lease

agreement does not handle the equipment

properly, the customer is liable towards

Medistim to compensate for the damage and

repair. It happens that customers, after too low

consumption, want to keep the equipment. In

such cases, the customer may purchase the

equipment. In this case, this is recognized as a

system sale.

Split of revenue between coronary surgery

and vascular surgery:

The company has in addition to coronary

surgery a strategy and focusses on vascular

surgery. The principles for guiding and quality

assurance within vascular surgery are similar

to the need within coronary surgery. Within

coronary surgery, the surgeon’s focus is to

supply sufficient blood to the heart. Within

vascular surgery, the focus is to supply blood

flow in other parts in the body or organs.

The vascular market is an opportunity with a

market size even larger than coronary surgery.

It is therefore natural to report sales split

between cardiac surgery and vascular surgery.

Geographic sales split:

Geographical sales split is monitored to be

able to follow the development in sales in

AMERICAS, APAC and EMEA. This split

is natural since each region is managed

accordingly.

3. Third-party sales:

In Scandinavia, Medistim acts as a distributor

for several manufacturers within the health-

care sector. Sale of other third-party medical

equipment is recognized when the equipment

is delivered to the customer. Payment from

customers is mainly due within 30 days.

Medistim Annual Report - Fiscal year 2025 | page 61

Total revenue split per segment and main geographical area (amount in NOK 1 000) 2025 2024USA 301 880 216 261 Canada 17 756 13 993 Latin America 2 683 6 906 Total AMERICAS 322 319 237 160 China 45 736 34 573 Japan 20 609 12 056 Rest of APAC 25 834 18 654 Total APAC 92 179 65 283 Europe 169 735 162 457 MEA 14 292 7 878 Total EMEA 184 027 170 335 Third-party products 101 242 89 821 Total revenue 699 767 562 599

Medistim Annual Report - Fiscal year 2025 | page 62

Geographic split of sales In number of units 2025 2024AMERICASPPP and lease:Flow procedures (PPP/card based) 26 192 23 535 Imaging and flow procedures (PPP/card based) 9 278 7 475 Flow systems (PPP or lease) - 4 Flow and imaging systems (PPP or lease) 2 5 Capital sales:Flow systems 16 25 Flow and imaging systems 46 25 Flow probes 3 225 2 265 Imaging probes 103 57 APACFlow systems 55 44 Flow and imaging systems 21 12 Flow probes 2 964 2 280 Imaging probes 29 33 EMEAFlow systems 50 47 Flow and imaging systems 25 29 Flow probes 5 435 5 084 Imaging probes 32 42 Total sales in units Total PPP and lease revenue:Flow procedures (PPP/card based) 26 192 23 535 Imaging and flow procedures (PPP/card based) 9 278 7 475 Flow systems (PPP or lease) - 4 Flow and imaging systems (PPP or lease) 2 5 Total capital sales:Flow systems 121 116 Flow and imaging systems 92 66 Flow probes 11 624 9 629 Imaging probes 164 132

Medistim Annual Report - Fiscal year 2025 | page 63

Geographic split of sales per product group (amount in NOK 1 000) 2025 2024AMERICASPPP and lease:Flow procedures (PPP/card based) 62 270 61 336 Imaging and flow procedures (PPP/card based) 40 727 39 502 Capital sales:Flow systems 18 583 20 656 Flow and imaging systems 79 492 36 536 Flow probes 103 449 70 423 Imaging probes 17 797 8 707 Total sales AMERICAS 322 319 237 160 APACFlow systems 20 166 14 356 Flow and imaging systems 16 009 8 009 Flow probes 53 184 40 280 Imaging probes 2 820 2 638 Total sales APAC 92 179 65 283 EMEAFlow systems 21 195 20 207 Flow and imaging systems 23 626 24 627 Flow probes 135 772 120 763 Imaging probes 3 433 4 737 Total sales EMEA 184 027 170 335 Total sales PPP and lease revenue:Flow procedures (PPP/card based) 62 270 61 336 Imaging and flow procedures (PPP/card based) 40 727 39 502 Capital sales:Flow systems 59 945 55 219 Flow and imaging systems 119 128 69 172 Flow probes 292 405 231 466 Imaging probes 24 051 16 082 Total sales own products 598 525 472 777 Sale of third-party products 101 242 89 822 Total Sales 699 767 562 599

Medistim Annual Report - Fiscal year 2025 | page 64

Split of sales between coronary and vascular surgery and third-party products (amount in NOK 1 000) 2025 2024Sales within coronary surgery 476 261 379 053 Sales within vascular surgery 122 264 93 724 Sales of third-party products 101 242 89 822 Total sales 699 767 562 599

Split of sales between flow products, Imaging products and third-party products (amount in NOK 1 000) 2025 2024Flow products 414 620 348 021 Imaging products 183 905 124 756 Sales of third-party products 101 242 89 822 Total sales 699 767 562 599

NOTE 2 SEGMENTS

The group’s activities are divided into strategic business units that are organized and managed separately. The group is organized, for

management purposes, in two divisions dependent upon products and services. The segments are identified based upon different risks and

return on investment profile. The division is also in accordance with the group’s internal reporting structure. The main divisions are sale of

own products and sale of third-party products. Sales of own products have two business models, the capital model and the lease model. The

segment reporting is similar to the internal reports that are given to the decision makers in the company. Focus in the reporting is sales in

NOK for the respective segments.

Transactions between internal business units are performed at market terms. All transactions between the segments are eliminated.

Own Products:

Medistim sells its own products either through a lease or as capital. Medistim has a flexible business model in the US and leaves it up to the

Medistim Annual Report - Fiscal year 2025 | page 65

customer whether they want to lease the equipment or purchase the capital equipment and buy probes as consumable.

The lease model in the USA has been successful since it does not demand upfront capital to have the equipment available. However, several

customers prefer to invest in the equipment and purchase probes as consumables and Medistim promotes both solutions. Medistim has direct

representation in the USA, which makes it manageable to handle the lease model properly. Medistim only offers the lease option in direct markets. In

recent years, the lease options have also been introduced in Spain and UK. Lease revenue outside the US is at a moderate level.

There are only minor transactions between the segments and it is therefore not presented.

Third-party products

Distribution and sale of third-party products is a separate segment. The group sells medical devices from third party manufacturers in

Norway, Sweden and Denmark. The product portfolio is carefully selected and mainly instruments and consumables within surgery.

Own productsThird-party productsTotal Segment revenue, expense, and EBIT split 2025 (amount in NOK 1 000)FY 2025FY 2025FY 2025Total revenue 598 525 101 242 699 767 Cost of materials 73 504 54 671 128 174 Salary and social expenses 212 902 17 433 230 335 Other operating expenses 110 607 9 626 120 233 Depreciation and amortisation expenses 24 202 626 24 828 Operating profit 177 310 18 886 196 196

Own productsThird-party productsTotal Segment revenue, expense, and EBIT split 2024 (amount in NOK 1 000)FY 2024FY 2024FY 2024Total revenue 472 778 89 821 562 599 Cost of materials 65 899 47 781 113 680 Salary and social expenses 164 945 20 168 185 113 Other operating expenses 99 858 8 362 108 220 Depreciation and amortisation expenses 23 803 707 24 510 Operating profit 118 273 12 803 131 076

Medistim Annual Report - Fiscal year 2025 | page 66

NOTE 3 SPLIT OF COST OF MATERIAL

Split of cost of material (amount in NOK 1 000) 2025 2024Change in inventory of third party products 192 65Change of inventory of finished goods Medistim products 13 453 -6 976Raw materials and components used -6 572 -9 007Purchase of third party products 54 479 47 716Purchace of raw material and components 66 623 81 882Total cost of materials 128 174 113 680

The inventory change related to salary is included under “Change of inventory of finished Medistim goods”. Change in inventory provision is

included under “Raw materials and components used”. See also “Note 14 Inventory”.

NOTE 4 SPLIT OF SALARY EXPENSES

Split of salary expenses (amount in NOK 1 000) 2025 2024Salary 147 233 143 668Employees tax 22 377 20 638Bonus 46 249 12 576Cost for contribution pension plan 9 147 7 241Compensation to the Board 2 628 2 533Other social costs 2 701 -1 543Total salary and social cost 230 335 185 113

Medistim Annual Report - Fiscal year 2025 | page 67

Employees in Medistim with a pension plan are included in a contribution plan where an agreed percentage of the employee’s salary is paid

to the employee pension account. The company’s payment of contributions is expensed in the period it is incurred. For the 108 Norwegian

employees there is a contribution plan that covers 5 % of salary up to 7.1G and 15 % of salary between 7.1G and 12G. 1G is the base amount

in the social security system. The 25 employees in the US follow a pension plan, a 401 (k) match that covers 4 % of salary. The total cost for

the contribution plans was in 2025 MNOK 8.94, while it was MNOK 7.24 in 2024. It is compulsory by law for the company to have a pension

plan for its employees in Norway. The pension plans in the company fulfill the obligation in the Norwegian law. Employees outside Norway and

US do not have a pension plan.

Average number of employees 2025 2024USA 25 24 Germany 5 5 UK 1 1 Canada 2 2 Sweden 2 2 China 5 5 Spain 6 6 Denmark 1 1 Norway 112 108 Total employees 159 154

NOTE 5 AUDIT FEE

Audit fee for the group (amount in NOK 1 000) 2025 2024Statutory Audit 1 735 1 504Attestation services 18 16Tax advisory 133 132 Total Audit fee 1 886 1 652

Medistim Annual Report - Fiscal year 2025 | page 68

NOTE 6 PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment are recorded at cost less accumulated depreciations and write-downs. When an asset is sold, the carrying value

of the asset is derecognized and any gain or loss from the sale is recognized in the income statement. Items of property, plant and equipment

are depreciated straight line over the estimated useful life from the time it is available for use. Useful life is as follows:

• Machinery and equipment 3-7 years

• Other assets 3-5 years

Property, plant and equipment are tested for impairment if there are indications of impairment. If the carrying amount exceeds the assets recoverable

amount, being the higher of value in use and fair value less cost of disposal, the asset is written down to the recoverable amount. Depreciation time and

method are evaluated on a yearly basis.

The assets that are leased to customers are recognized as property, plant and equipment in the balance sheet. Direct cost related to the

leasing agreement is added to the carrying amount of the leased assets and is depreciated over the lease term.

Property plant and equipment 2025(amount in NOK 1 000) Equipment Other assets Right-of-use assets Total assetsHistorical costBalance 1. January 106 916 40 728 78 116 225 760Additions 3 688 1 804 23 720 29 21231.December 110 603 42 532 101 836 254 972Accumulated depreciation and impairmentBalance 1. January 81 630 28 590 43 758 153 979Depreciation this year 9 266 4 612 8 813 22 691Exchange rate differences 560 539 6 1 08431. December 90 538 32 663 52 565 175 586Book value 20 245 9 869 49 271 79 385

Medistim Annual Report - Fiscal year 2025 | page 69

Property plant and equipment 2024(amount in NOK 1 000) Equipment Other assets Right-of-use assets Total assetsHistorical costBalance 1. January 103 440 34 587 52 608 190 634Additions 3 476 6 141 25 508 35 12531.December 106 916 40 728 78 116 225 760Accumulated depreciation and impairmentBalance 1. January 74 112 24 252 34 965 133 329Depreciation this year 7 713 4 722 8 791 21 226Exchange rate differences 194 384 -2 57631. December 81 630 28 590 43 758 153 979Book value 25 285 12 138 34 358 71 781

Right to use assets

See “Note 7 Right to use assets” for details.

Security

Equipment and other assets is pledged as security as of 31.12.2025. The security is related to bank guarantees, guarantee towards landlord

for rent and hedging credit facility. The group’s bank had the same security as of 31.12.2024.

Medistim Annual Report - Fiscal year 2025 | page 70

NOTE 7 RIGHT TO USE ASSETS

Right to use assets

The company is renting offices in Økernveien 94 in Oslo, Bromsveien 17 in Horten, in 14000 25ave. N. Suite 108 in Plymouth in Minneapolis,

Minnesota, USA, 10-2 Gobanacho, Chiyoda-k, Tokyo, Japan and 515 Dongfeng Middle road, Yuexio District, Guangzhou, China. In Oslo and

in Horten the rental agreement expires in 2030 and 2033 respectively. In the USA, the rental agreement expires year-end 2030. In Japan

the rental expires year end 2027 and in China the rent expires year end 2026. The rent is adjusted yearly according to National indexes for

goods and services. The lease in Japan and China may be prolonged, but It is at present uncertain whether these leases will be prolonged.

The group also leases office equipment and cars. The longest remaining lease term for office equipment and cars is until December 2029.

Medistim have some other leases that are minor and not included in the balance sheet as right to use assets and liabilities.

The company recognizes a lease liability and a right-of-use asset for leases with a duration of more than 12 months, provided that the

underlying asset is not of low value.

The lease liability is the present value of the lease payment over the lease term. Lease payment includes fixed payments and variable lease

payments that depend on an index or a rate. The lease term is the non-cancellable period of the lease together periods covered by an option

to extend the lease when the exercise of the option is reasonably certain.

Right-of-use assets are depreciated over the shortest of the lease term and useful life. Depreciation of right-of-use assets is presented

together with other depreciation in the income statement.

Lease payments are allocated between installments and interest based on a constant periodic rate of interest being the interest used to

calculate the lease liability. The interest expense is presented as a financial expense in the income statement.

Alternative intereste rate is used for the lease agreements.

Leased assets are recorded in the balance sheet with a corresponding liability and the lease expense recorded as depreciation and interest

expense. Medistim’s leased assets with right to use and liabilities are shown in the following table.

Medistim Annual Report - Fiscal year 2025 | page 71

Right-of-use assets and lease liabilities 2025 (amount in NOK 1 000)Machinery and Right-of-use assets Buildingsequipment Vehicles 2025 Recognition of right to use of asset 1 January 31 820 81 2 462 34 363 Addition of right-of-use assets, CPI adjustments and other reassessment 21 879 - 1 841 23 720 Amortization -7 564 - 81 - 1 168 -8 813 Carrying amount of right-of-use assets 31. December 46 135 0 3 135 49 270 Lower of remaining lease term or economic life 4-8 years 2-5 years 1-5 yearsDepreciation method Linear Linear LinearLease liabilitiesUndiscounted lease liabilities and maturity of cash outflowsLess than 1 year 10 398 - 1 799 12 197 1-2 years 10 580 - 1 544 12 124 3-4 years 10 444 - 1 264 11 708 4-5 years 10 787 - 10 787 More than 5 years 14 345 - - 14 345 Total undiscounted lease liabilities at 31 December 56 554 - 4 607 61 161 Summary of the lease liabilities in the financial statements Statement of: Lease liabilities as of January 1st 34 363 New lease liabilities recognized in the year 23 720 Lease payments Cash flows -9 357Interest expense on lease liabilities Income statement 544 Total lease liabilities at 31. December 49 270 Non-current lease liabilities Financial position 11 593 Current lease liabilities Financial position 37 677 Total cash outflows for leases Cash flows 9 357

Medistim Annual Report - Fiscal year 2025 | page 72

Right-of-use assets and lease liabilities 2024 (amount in NOK 1 000)Machinery and Right-of-use assets Buildingsequipment Vehicles 2024 Recognition of right to use of asset 1 January 15 355 203 2 085 17 642 Addition of right-of-use assets, CPI adjustments and other reassessment 23 070 - 2 438 25 513 Amortization 6 609 122 2 060 8 791 Carrying amount of right-of-use assets 31. December 31 815 81 2 463 34 364 Lower of remaining lease term or economic life 4-8 years 2-5 years 1-5 yearsDepreciation method Linear Linear LinearLease liabilitiesUndiscounted lease liabilities and maturity of cash outflowsLess than 1 year 8 134 129 1 260 9 523 1-2 years 7 559 - 861 8 420 3-4 years 7 272 - 629 7 901 4-5 years 6 353 - 314 6 667 More than 5 years 4 455 - - 4 455 Total undiscounted lease liabilities at 31 December 33 773 129 3 064 36 966 Summary of the lease liabilities in the financial statementsStatement of: Lease liabilities as of January 1st 17 642 New lease liabilities recognized in the year 25 513 Lease payments Cash flows -9 115Interest expense on lease liabilities Income statement 324 Total lease liabilities at 31. December 34 364 Non-current lease liabilities Financial position 25 059 Current lease liabilities Financial position 9 305 Total cash outflows for leases Cash flows 9 115

Medistim Annual Report - Fiscal year 2025 | page 73

NOTE 8 OTHER OPERATING EXPENSES

Other Operating expenses (amount in NOK 1 000) 2025 2024Office expenses 4 828 2 185 Travel cost 20 774 16 478 Marketing 8 705 9 875 Consultants 42 695 40 896 Insurance 3 343 4 034 Freight 6 067 4 369 Communication 1 551 1 384 IT cost 23 570 19 396 Other 8 700 9 604 Total operating expenses 120 232 108 220

NOTE 9 FINANCIAL INCOME AND EXPENSES

As of 31.12.2025, the company had MNOK 49.3 in liability related to lease contracts shown in “Note 7 Right to use assets”. Additional cash in the group

gave interest revenue of TNOK 5 003. Other finance income and expenses was realized or unrealized gains or losses towards foreign currency. Financial

income and expenses are shown below. See “Note 20 Financial Risk” for comment about financial risks and exposure.

Other Operating expenses (amount in NOK 1 000) 2025 2024Interest income 5 003 4 569 Other financial income 1 473 691 Gains on foreign exchange 21 022 6 239 Total financial income 27 498 11 499 Loss on foreign exchange -10 615 -7 870Other financial expenses -6 230 -490Total financial expenses -16 845 -8 329Net finance 10 653 3 170

Medistim Annual Report - Fiscal year 2025 | page 74

NOTE 10 INCOME TAX

Income tax (amount in NOK 1 000) 2025 2024Current income tax charge 47 440 34 398Deferred tax expense 200 -3 984Tax expense reported in statement of profit or Loss 47 639 30 414Reconciling tax expense towards income before taxTax expense for the year 47 639 30 41422 % of income before tax 42 649 33 862Change in deferred tax, temporary differences 200 -3 984 Permanent differences and different tax rates -4 990 3 448Calculation of effective tax rateExpected income tax at tax rate 22 % in Norway 42 649 33 862Foreign tax rate differences 2 801 -3 448 Income tax expense 47 639 30 414Effective income tax rate 23.0 % 22.7 %Payable tax in statement of financial positionIncome tax expense 47 639 33 623Prepaid tax -5 449 -4 867 Change deferred tax asset 200 - Income tax payable 42 389 27 375Specification of deferred taxDifference in values:Non current assets -5 232 781Current assets -36 859 -42 012Other obligations 178 223Total differences -41 913 -41 008Deferred tax asset 22 % -9 221 -9 022

The tax expense in the income statement includes both payable taxes for the period and changes

in deferred tax. Deferred tax is calculated based on temporary differences between tax values and

carrying amount of assets and liabilities. Tax payable and deferred tax is recorded against equity if

the transaction is an equity transaction.

The deferred tax asset in the balance sheet is based upon future utilization of deductible

temporary differences. There is no time limitation for utilization of the temporary differences. Tax

rates in Germany and in the US are different from Norwegian rates. The difference in tax rates

gives an average tax rate of 23.1 % in 2025. Medistim has over several years shown solid profit

and it’s the company’s assessment that it is likely that tax assets will be utilized in the future.

Medistim Annual Report - Fiscal year 2025 | page 75

Tax expense for the group is geographically split as follows (amount in NOK 1 000) 2025 2024Norway 43 843 24 365Germany 2 220 2 323USA 873 2 236Spain 189 1 085Denmark 514 405Total tax expense for the group 47 639 30 414

NOTE 11 EARNING PER SHARE

Earnings per share 2025 2024Profit for the year in TNOK 159 210 103 832Average numbers of shares outstanding Average number of shares used in basic EPS 18 276 358 18 314 219Effect of share incentive plan - - Average numbers of shares used in diluted EPS 18 276 358 18 314 219Earnings per share in NOKOrdinary 8.71 5.67Diluted 8.71 5.67Paid dividend in TNOK 109 465 82 414 Dividend per share in NOK 6.00 6.00Suggested dividend per share in NOK 8.00 6.00

The company has only one class of shares. Ordinary earnings per share is calculated as the relation between profits for the year that are

allocated to ordinary shareholders divided with average number of shares outstanding. Treasury shares are not included, and average number of

treasury shares are excluded from the calculation. In 2025, there were share options to CEO. The share option plan to CEO is described under

“Remuneration of executive personnel” on page 43 and “Note 21 Related party transactions”. By year-end the company had 54 492 own

shares.

Medistim Annual Report - Fiscal year 2025 | page 76

NOTE 12 INTANGIBLE ASSETS

Product technology and additions, goodwill

and license agreement

Intangible assets are recognized in the balance

sheet if it is probable that the future economic

benefits will flow to the company, and the cost

of the asset can be measured reliably.

Intangible assets with finite economic life

are measured at cost less accumulated

amortization and write-downs. Amortization

is done on a straight-line basis over

expected lifetime. The amortization period

and method are reviewed on a yearly basis.

Intangible assets with indefinite useful life

are not amortized but tested for impairment

at least annually.

Research and development:

Research cost is expensed as incurred. Cost

to internal development of technology or

software is capitalized as an intangible asset

when it is demonstrated that:

• It is technically feasible to complete the

asset

• The company has the resources to

complete the project

• The product will generate future

economic benefits

• Expenditure can be reliably measured.

Cost capitalized include materials, salary and

social expenses and other expenses that

can be allocated to the development of the

asset. Internally developed intangible assets

are amortized on a straight-line basis over the

expected useful life. Amortization starts when

the asset is available for use. Intangible assets

not ready for use are tested for impairment on

a yearly basis. Capitalized development costs

are written down when a new product is ready

for sale, or an improved product is ready for

sale. Internally developed intangible assets

are tested for impairment on a regular basis

by discounting expected cash flow generated

from the asset. If the discounted value is lower

than the carrying amount the asset is written

down. Capitalized cost related to development

of own products are depreciated on a straight-

line basis over expected lifetime. Expected

lifetime varies from 3 to 8 years.

Development cost related to technology

and software has been recognized as an

intangible asset because Medistim can

demonstrate technological feasibility for

the asset to be available for sale for both

existing products and new products.

The revenue potential for the projects

exceeds the investment. The balance

sheet value as of 31.12.2025 was MNOK

69.2. The estimates that form the basis

for the intangible asset are performed by

the management of the company, and

there will always be a level of uncertainty

in relation to the assessments that are

performed on future revenue for future

products. Capitalized development costs

are depreciated over 3 to 8 years. 8 years

is used if it is a new product on a new

technological platform that creates the

basis for a new generation of products.

Based upon a platform or new generation of

products there will be further developments

and improvements. These enhancements of

the products are depreciated over 3 years

because of rapid technological development.

Within 3 years, it is assumed that parts or all

of existing technology are updated.

In 2025, MNOK 24.7 of product technology

additions, was recognized in the balance

sheet related to MiraQ products. The MiraQ

platform forms the basis for future models

from Medistim. All development activities are

performed in the parent company.

Medistim Annual Report - Fiscal year 2025 | page 77

Product under Technology & Intangible assets 2025 (amount in NOK 1 000)developmentdevelopment cost Goodwill IT Total intangibleHistoric cost 01.01 43 805 81 928 14 128 - 139 861External additions under development 12 332 - - 10 034 22 366SkatteFunn -3 476 - - - -3 476Internal additions under development 8 628 - - - 8 628Historic cost 31.12 61 289 81 928 14 128 10 034 167 379Accumulated depreciations and write downs Accumulated depreciation and amortization expense - 79 144 - - 79 144Depreciations for the year - 2 137 - - 2 137Total depreciation as of 31.12 - 81 281 - - 81 281Carrying amount 31.12 61 289 647 14 128 10 034 86 098

Product under Technology & Intangible assets 2024 (amount in NOK 1 000)developmentdevelopment cost Goodwill Total intangibleHistoric cost 01.01 25 178 81 928 14 128 121 234 External additions under development 7 609 - - 7 609 Internal additions under development 11 018 - - 9 637Historic cost 31.12 43 805 81 928 14 128 139 861Accumulated depreciations and write downs Accumulated depreciation and amortization expense - 75 860 - 75 860 Depreciations for the year - 3 284 - 3 284 Total depreciation as of 31.12 - 79 144 - 79 144 Carrying amount 31.12 42 805 2 784 14 128 60 717

Medistim Annual Report - Fiscal year 2025 | page 78

Intangible assets are depreciated on a

straight-line basis over the useful life.

Useful life for capitalized product

development is 3 to 8 years.

Product technology

Probes to vascular surgery – the PV probe

and 4th generation of systems; the MiraQ:

The remaining book value of these products

by 31.12.2025 was TNOK 649. However,

the technology and the products are still

relevant. Within vascular surgery, there is a

corresponding need to measure blood flow in

the same manner as within cardiac surgery.

The market in vascular surgery is large, and

it is performed about 1 300 000 procedures

annually. In comparison, about 700 000

procedures are performed per year within

cardiac surgery. This is a significant market

where Medistim can customize its solution

with a modest investment.

The MiraQ platform that represents

Medistim’s 4th generation of systems

within flow measurement and imaging to

ensure quality and guiding during surgery.

The platform has a flexibility that will allow

customer adaption and new applications.

The technological improvements have

secured and strengthened Medistim’s

leading position. The MiraQ is the platform

for all Medistim solutions.

Additions under development:

This is related to the development of new

cardiac flow probes. The aim is to modernize

design for the user to make it easier to

use but also develop a design that is more

efficient to have in production. Medistim has

several years of experience with in-house

production and input from customers on a

better design on the probe for the user. With

this extensive experience and knowledge, it

is likely that a new probe will be developed

with success. In 2025 MNOK 15.3 was

invested in the project and book value by

year end 2025 was MNOK 33.2.

The next generation of software within both

cardiac segment and vascular segment

was under development during 2025. The

new software has a new user interface and

tools to aid the interpretation of the results.

Medistim’s Innovation team has, together

with Key Opinion Leaders tested several

prototypes to identify the preferred solution.

In 2025 MNOK 4.7 was invested in the

software project and book value by year end

2025 was MNOK 25.7.

Medistim needs to be compliant with the

new Medical Device Regulation (MDR) In

2025, MNOK 0.2 was invested in making

Medistim MDR compliant and book value at

year end 2025 was MNOK 2.7 in addition

to several other product improvements

amounting to MNOK 2.3. In the table above

additions under development are shown

under product under development.

Summary product technology

In total MNOK 19.4 of the R & D expenses

was recorded in the P & L in 2025. Similar

expense was MNOK 16.4 in 2024. With

MNOK 22.9 recognized as asset a total of

MNOK 42.4 was used in R & D in 2025.

Comparable number for 2024 was MNOK

18.6 recognized as asset and total used

in R&D was MNOK 35. Medistim received

MNOK 3.3 in SkatteFunn funds in 2025 and

MNOK 1.4 in 2024.

In the estimates used to test for impairment,

the 3-year strategy plan is used with a

discount rate of 15.5 %. See comment under

goodwill with regard to discount rate.

Goodwill

A yearly test of values is done for the cash

flow generating units that has a goodwill

value in the balance sheet.

Medistim Annual Report - Fiscal year 2025 | page 79

Goodwill (amount in NOK 1 000) 2025 2024Acquisition of Medistim Norge AS and Kir-Op AS 14 128 14 128Total goodwill 14 128 14 128

A test of values is performed by estimating the cash flow for Medistim Norge AS. This is estimated using the company’s budget for 2026 and

3-year strategy plan for the years 2027 to 2029 with the assumption of 2 % growth in 2030 compared to 2029. Cash flows for more than

five years are estimated by using Gordon’s growth formula with a 2 % growth in the terminal year. The cash flow is discounted using 15.5 %

discount rate. This includes an additional yield of 9.7 % compared to risk free interest. The value of the discounted cash flow exceeded the

recorded book value in the balance sheet and there was no need for a write down of goodwill.

The estimates in the tests are most sensitive to changes in the following parameters:

• Maintaining market share and product lines

• Maintaining margins and keep competitive prices

• Level of minimum return on investment

• Future growth

• Employee know-how

Maintaining market share and product lines:

Within the medical device industry there are major investments made in the development of products. Medistim Norge has certain product

lines that have a large portion of total sales. Medistim Norge’s financial situation will be affected if a new product was released in the market

that would replace existing key products, and Medistim Norge is not distributor for the new product.

The company would also be affected if a supplier changes distributor or chooses to go direct in the Norwegian market. For this reason it is

important for the company to maintain know-how and performance to secure key product lines. It is equally important that the company is

able to see trends and take in new products with future potential. The largest product line for the company has 20 % of total sales. If this

product line is lost together with another line that is 5 – 10 % of total sales, all goodwill needs to be written down.

Maintain margins and keep competitive prices:

Medistim Norge AS largest customers are Norwegian hospitals. The hospitals are continuously improving their purchasing routines and

purchasing is centralized and professionalized. This increases the demand for better quality and prices from the suppliers. The company’s

ability to maintain prices by offering quality products and services is crucial in the competition for future contracts. The company is well

connected to its suppliers and when the competition increases the suppliers contribute by lowering their prices.

Medistim Annual Report - Fiscal year 2025 | page 80

However, it is not realistic to expect that the suppliers will compensate for all of the reduction in prices. The company’s experience is that

about 50 % of the price change is covered by the suppliers in an increased competitive situation. A price reduction of 10 % without any

compensation from the suppliers is the break-even level for write-down of goodwill.

Weighted average capital cost (WACC):

The company uses a WACC that is equal to risk-free interest with an addition of a risk premium. This level is evaluated on a yearly basis and a

change in the WACC could affect the evaluation of the intangible assets. Risk-free interest rate is based on 10-year government bond that at

the beginning of the year was 5.8 %. In addition, a risk premium of 9.7 % is added and total discount rate is 15.5 %.

Future growth:

Sales growth is projected at 2 %–5 % over the budget and strategy period, with a terminal growth rate of 2 %. To be able to maintain this

increase it is crucial that the company handles existing product lines in an effective manner and that the company is able to identify and get

distribution agreements for new product lines that create more business than lost product lines.

Employee know-how:

Medistim Norge has over the years built a competence within the medical device industry and distribution. It is essential that this know-how

is updated and passed on to new employees.

Sensitivity analysis:

With the assumption used in the impairment test, the recoverable amount exceeds the carrying amount with MNOK 93.5 («headroom»), and no

impairment loss is recognized. Operating margin and growth is based upon historic achieved margin and sales growth. In the estimates the budget and

the projections from the 3-year strategy update is used. The operating margin in the projections vary between 14.9 % and 15.7 %. Sales growth vary

between 5 % and 2 %

If the operating margin is reduced from 18.0 % to 3.3 % everything else equal, carrying amount may require an evaluation of impairment loss.

A change in the discount rate from 15.5 % to 61.0 % everything else equal, goodwill value is defended by the test. See overview below.

Discount rate 15.5 % 38.0 % 61.0 %Headroom in MNOK 127.5 46.6 26.3Operating margin 18.0 % 7.7 % 3.5 %Headroom in MNOK 127.5 13.4 -3.2

Medistim Annual Report - Fiscal year 2025 | page 81

NOTE 13 SHARES IN SUBSIDIARIES

Shares in subsidiaries (amount in NOK 1 000)Balance sheet Profit in Unit Country Segment Ownershipvalue 31.12.20252025Lease and sale within bypass surgery Medistim USA Inc. USAand vascular surgery 100 % 135 899Medistim Deutschland Capital sales within bypass surgery GmbH Germanyand vascular surgery 100 % 188 6 814Sale of third-party products and capital sales within bypass surgery Medistim Norge AS Norwayand vascular surgery 100 % 36 954 17 816Capital sales within bypass surgery Medistim UK LTD UKand vascular surgery 100 % 1 -1 710Medistim Japan KK Japan Dormant company 100 % 86 0Capital sales within bypass surgery Medistim Canada Inc. Canadaand vascular surgery 100 % 1 -1 341Service provider for distributors in Medistim China Ltd ChinaChina 100 % 1 002 958Capital sales within bypass surgery Medistim Spain S.L Spainand vascular surgery 100 % 29 1 837Sale of third-party products and 100 % owned indirectly capital sales within bypass surgery through Medistim Norge AS Medistim Danmark Aps Denmarkand vascular surgerywith book value of TNOK 1 103 - 1 815Sale of third-party products and 100 % owned indirectly capital sales within bypass surgery through Medistim Norge AS Medistim Sweden AB Swedenand vascular surgerywith book value of TNOK 228 - -445Total shares in subsidiaries 38 395 26 644

Medistim Annual Report - Fiscal year 2025 | page 82

NOTE 14 INVENTORY

Specification of inventory (amount in NOK 1 000) 2025 2024Raw material 62 896 75 588Work in progress 5 588 2 259Finished goods 84 476 71 023Spare parts 12 228 9 437Third party products 11 412 11 220Inventory provision -15 468 -9 007Total inventory 161 132 160 521

Inventory is valued at the lower of cost, using the FIFO principle, and net realizable value. Production cost includes the cost for components,

cost of conversion (including direct labor cost) and other cost in bringing the inventories to their present location and condition. Net realizable

value is the estimated sales price in the ordinary course of business less cost of completion and selling cost.

It is necessary for the company to keep an additional security inventory for critical components for own developed products. Due to a strict

regulatory regime within medical device, it takes time to introduce new devices or components. At the same time the tendency is that

electronical components life circle is shorter. For this reason, inventory level is high to secure future deliveries for Medistim developed products.

Inventory is used as security for loan, see “Note 18 non-current liabilities”.

Specification of inventory provision (amount in NOK 1 000) 2025 2024Components 6 766 -Demonstration products 5 310 3 896Spare parts 2 992 4 911Third-party products 200 200Total inventory provision 15 268 9 007

Inventory provision is continuously evaluated based upon end-of-life components, regulatory approvals and service obligations.

Medistim Annual Report - Fiscal year 2025 | page 83

NOTE 15 ACCOUNTS RECEIVABLES AND OTHER CURRENT RECEIVABLES

Aging accounts receivable 2025 (amount in NOK 1 000) Not due 0-30 days 31-60 days 61-90 days Over 91 days TotalExpected loss in % 0.00 % 0.00 % 0.00 % 0.00 % 13 %Book value of receivables 54 301 6 230 7 266 8 599 11 494 87 889Expected credit loss - - - - 1 501 1 501 Total accounts receivable 2025 54 301 6 230 7 266 8 599 9 992 86 388Aging accounts receivable 2024 (amount in NOK 1 000) Not due 0-30 days 31-60 days 61-90 days Over 91 days TotalExpected loss in % 0.00 % 0.00 % 0.00 % 0.00 % 39 %Book value of receivables 21 504 17 564 21 018 7 338 2 554 69 977 Expected credit loss - - - - 997 997 Total accounts receivable 2024 21 504 17 564 21 018 7 338 1 557 68 980

All receivables are due within one year. Historically the group losses have been limited. End customers are often public hospitals with

government funding, and the risks of losses are low. However, days sales outstanding are high compared to other businesses, something

that the ageing receivables confirm. The increase in expected credit loss is related to higher level of receivables in the USA. After year-end

MNOK 7.8 of the outstanding amounts over 91 days have been received. Expected losses are calculated based upon aging receivables in

combination with historic losses.

Receivables are used as security for loan, see “Note 18 non-current liabilities”. Other current receivables are shown in the following table.

Other current receivables (amount in NOK 1 000) 2025 2024Other pre-payments 7 484 5 635 Unrealized value foreign currency - 4 038 Skattefunn 3 262 - VAT receivable 3 687 5 723 Other 3 679 5 025Total 18 112 20 422

Medistim Annual Report - Fiscal year 2025 | page 84

NOTE 16 CASH AND CASH EQUIVALENTS

Cash and cash equivalents (amount in NOK 1 000) 2025 2024Available cash in bank 206 188 171 272Restricted cash in bank5 9007 938Cash and cash equivalents 212 088 179 210

Cash includes bank deposits. As of 31.12.2025 the restricted cash was TNOK 5 900 related to tax withheld on salaries. Restricted cash as of

31.12.2024 was TNOK 7 738 and was related to tax withheld from salaries.

NOTE 17 SHAREHOLDER INFORMATION

The company had 18 337 336 shares at par value of NOK 0.25 per share and total share capital amount to NOK 4 584 334. There is only

one class of shares, and all shares are treated equally. Each share represents one vote. Change in issued share capital in 2025:

Status for change in issued share capital as of 31.12.2025 Number of shares Par value per share Share capital in NOKShare capital 01.01.2025 18 337 336 0.25 4 584 334Changes - -Share capital 31.12.25 18 337 336 0.25 4 584 334

The Board of Directors received permission from the shareholders meeting on the 8th of May 2025 permission to purchase up to 1 833 733 Medistim

ASA shares at par value NOK 458 433. The permission is valid until the next ordinary general assembly in 2026 in the price range of NOK 0.25 to

NOK 500 per share. Further the Board of Directors got permission to increase share capital with NOK 458 433 or issue 1 833 733 new shares at par

value NOK 0.25. The permission can be used if there is a decision to enter into a merger, acquire another company or to create an option program. The

permission is valid until the next ordinary shareholders meeting in 2026. See below for changes in the equity for the last year.

Status for the permissions as of 31.12.2025 Number of shares Share capital in NOKPermission to purchase shares given at the shareholders meeting in 2025 1 833 733 458 433.25Permission to purchase shares used 70 000 17 500Remaining permissions 31.12.2025 1 763 733 440 933.25

The company owned 54 488 Medistim shares as of 31.12.2025. Number of Medistim shares by 01.01.2025 was 23 117.

Medistim Annual Report - Fiscal year 2025 | page 85

The 20 largest shareholders in the company were as of 31.12.2025:

Shareholder Number of shares Share in % of Total NationalityACAPITAL MEDI HOLDCO AS 1 815 978 9.90 % NorwayFLØTEMARKEN AS 1 285 000 7.01 % NorwayState Street Bank and Trust Comp 1 096 495 5.98 % United StatesVERDIPAPIRFOND ODIN NORDEN 1 094 000 5.97 % NorwayFOLLUM INVEST AS 970 000 5.29 % NorwayINTERTRADE SHIPPING AS 935 735 5.10 % United StatesVERDIPAPIRFONDET HOLBERG NORGE 765 000 4.17 % SwedenSkandinaviska Enskilda Banken AB 687 102 3.75 % NorwayODIN Small Cap 600 000 3.27 % NorwayJ.P. Morgan SE 493 198 2.69 % United StatesJ.P. Morgan SE 440 000 2.40 % LuxembourgSkandinaviska Enskilda Banken AB 427 636 2.33 % United KingdomMUSTAD INDUSTRIER AS 400 000 2.18 % LuxembourgThe Northern Trust Comp, London Br 393 375 2.15 % NorwayBNP Paribas 392 753 2.14 % SwedenBUANES 381 609 2.08 % LuxembourgVERDIPAPIRFONDET DNB SMB 354 588 1.93 % LuxembourgSkandinaviska Enskilda Banken AB 322 540 1.76 % LuxembourgState Street Bank and Trust Comp 298 660 1.63 % BelgiumThe Bank of New York Mellon SA/NV 266 200 1.45 % FranceTotal 20 largest shareholders 13 419 869 73.18 %Total number of shares outstanding 18 337 336

Medistim Annual Report - Fiscal year 2025 | page 86

Board members and management team with shares in the company:

Board members and management team with shares in the company Shareholder Number of shares Nationality PositionØyvin A. Brøymer (Fløtemarken AS og Intertrade Shipping AS) 2 220 735 Norway Chair of the BoardKari Eian Krogstad 80 583 Norway CEO Thomas Jakobsen 33 001 Norway CFOHåkon Grøthe (Grøten Invest AS) 9 677 Norway CIO Monica Weiseth 3 772 Norway VP QA/REG Jonas Tyssø 3 772 Norway Chief R&D OfficerHæge Wetterhus 2 210 Norway VP Marketing Tove Raanes via Trane AS 1 990 Norway Board memberMike Karim 2 211 UK CCO Anna Ahlberg 400 Sweden Board member

There were no share options outstanding as of 31.12.2025 except from the share program to CEO described under chapter 8 Corporate

Governance under compensation to management and “Note 21 Related party transactions”.

NOTE 18 NON-CURRENT LIABILITIES

Loan and borrowings are initially recognized at fair value net of directly attributable transaction costs, and subsequently measuring at amortized cost.

Medistim’s non-current liabilities are related to lease contracts. The lease agreements are described under “Note 7 Right to use assets”.

Medistim Annual Report - Fiscal year 2025 | page 87

NOTE 19 OTHER CURRENT LIABILITIES

Other current liabilities (amount in NOK 1 000) 2025 2024Accrual for public taxes 9 866 11 887 Accrual for holiday pay 11 106 9 976 Accrual for salaries, commission and board member fee 24 894 14 087 Accrual for customer and supplier obligations 4 549 3 749 Other 5 991 10 428 Total other current liabilities 56 405 50 127

NOTE 20 FINANCIAL RISK

The group’s main source of financing is equity based from the company’s operating profits. Financial liabilities are leasing agreements, and accounts

payable. The financial liabilities and facilities are instruments that contribute to the financing of the group’s operational activities. The group’s

financial assets are accounts receivable and cash. From time to time the group also enters into financial derivative contracts to hedge currency

exposure. Hedge accounting is not applied. The risk arising from financial instruments is market risk, credit risk towards customers, and liquidity risk.

Market risk:

Interest rate risk:

The group had as of 31.12.2025 interest-bearing liabilities related to lease contracts. If the group needs a loan, it is group policy to have floating interest

since this will be the lowest interest rate over time. In general, the group considers the exposure towards changes in interest rates as low.

Foreign exchange rates risk:

The group may use forward exchange contracts to reduce exposure towards USD and EUR. Financial derivatives are recognized at fair value

through profit and loss. Change in fair value is recognized in profit and loss and is presented as financial income or expense. Unrealized gains

or losses are recorded in the same manner as realized gains and losses.

Change in exchange rates involves a direct and indirect financial risk for Medistim ASA. The company has revenue and expenses in EUR and USD

where most revenue is in EUR and USD and expenses mostly in NOK. The development in NOK towards USD and EUR is continuously monitored. The

management and Board of directors evaluate the handling of risks related to exchange rates fluctuations continuously together with its professional

advisers. By the end of 2025 the company had no forward exchange contracts.

Medistim Annual Report - Fiscal year 2025 | page 88

The group had a credit facility of MNOK 6.0 to enter hedging contracts. The facility represents 10 % of the value of the contracts the group can

use, and the group can enter hedging contracts for a total of MNOK 60. Security related to the facility is related to assets, accounts receivable

and inventory with no limit. Book value of secured items was as of 31.12.2025 MNOK 25.6 for assets, MNOK 78.4 for accounts receivables and

MNOK 123.9 for inventory.

Financial assets and liabilities (amount in NOK 1 000)2025 2024Financial assets Original value Gain/loss Book value Original value Gain/loss Book valueCash in USD 17 563 1 948 19 511 8 964 3 969 12 933Cash in EUR 16 641 333 16 974 20 203 -1 795 18 408Accounts receivable in EUR 33 544 1 516 35 060 14 564 251 14 815Accounts receivable in USD 50 390 -610 50 390Financial liabilityAccounts payable in EUR 2 895 -16 2 879 1 405 -44 1 449Accounts payable in USD 1 386 1 1 387 590 8 598

Effect on profit if currency changes with 5 % (amount in NOK 1 000)2025 2024Original value Gain/loss Book value Original value Gain/loss Book valueTotal exposure towards EUR 47 290 1 865 49 155 33 362 -1 500 31 774Total exposure towards USD 66 567 1 337 68 514 8 374 3 961 12 3355 % increase EUR 2 458 1 5895 % increase USD 3 426 6175 % decrease EUR -2 341 -1 5135 % decrease USD -3 263 -587

Medistim Annual Report - Fiscal year 2025 | page 89

Credit risk:

The group is to some extent exposed towards credit risk. The general risk is low since the majority of customers are financed by public

authorities. Still history records for payments, the size of the transaction and the other party’s credit risk is evaluated from case to case.

The level of credit given is evaluated when there is a change in market conditions. The level of risk is reduced by using bank guaranties and

prepayments in cases where the level of risk is found to be higher than normally accepted. See “Note 15 Accounts receivables and other

receivables” for a table showing the aging of accounts receivables.

Liquidity risk:

Liquidity risk is the risk that the group is not able to meet its obligations in time. Managing liquidity risk is therefore prioritized to secure financial

flexibility. Medistim main source of cash is cash generated from operations. The group has over the last 5 years experienced an increase in profit

and available cash. Therefore, the group has been able to build up a cash reserve due to strong profits to handle the increased need for working

capital as the group grows. The liquidity buffer also secures cash in situations where the incoming cash is delayed.

Macroeconomic turmoil:

Despite challenging market conditions, the company has been able to deliver solid profit and cash flow over the years. The need for

Medistim’s products has not changed, even if the global market has been facing macro-economic turmoil, with energy crisis, inflation

pressure, increasing interest rates, higher cost levels and threat of higher tariff rates. The non-current consequences of growing geopolitical

uncertainty are unclear but might lead to continuing challenges in the global flow of goods. Medistim is taking mitigating actions to ensure

access to key components to secure production and maintain growth and profitability also for the future. Further, the company is financially

solid to face future challenges, with an equity ratio of 70.9 %. The following table sets out the maturity profile of the financial liabilities based

on contractual discounted payments.

Overview of liabilities 2025 (amount in NOK 1 000)Between 3-12 Overview of liabilities in 2025 Within 3 monthsmonths 1 to 5 years Over 5 years TotalLease liabilities 2 899 8 696 26 661 11 014 49 269Accounts payable 26 899 - - - 26 899 Deferred revenue 460 2 304 8 545 - 11 309 Income tax - 42 389 - - 42 389 Other liability see note 18.19.22 43 058 19 541 - - 62 599Total liabilities 73 045 72 930 35 206 11 014 192 195

Medistim Annual Report - Fiscal year 2025 | page 90

Overview of liabilities 2024 (amount in NOK 1 000)

Overview of liabilities in 2024 Within 3 months

Between 3-12

months 1 to 5 years Over 5 years Total

Lease liabilities 2 326 6 979 21 457 3 600 34 362

Accounts payable 17 730 - - - 17 730

Deferred revenue 272 815 1 101 - 2 188

Income tax - 27 375 - - 27 375

Other liability see note 18.19.22 39 665 17 037 - - 56 702

Total liabilities 59 992 52 207 22 558 3 600 138 357

Capital Management:

Management strives to strengthen the group’s healthy financial position through profit and a high level of equity. This will secure continued growth and

will maximize shareholders’ values. The group will adjust capital structure to adapt to changes in the financial climate. Capital structure can be adjusted

through dividend, repayment of share capital or issue new shares. There were no changes in the financial strategy in the group in 2024 or 2025.

NOTE 21 RELATED PARTY TRANSACTIONS

Compensation to management

The management group consists of 8 people including CEO. Compensation and benefits to the management group in 2025:

Compensation and benefits to the management group in 2025Management Position Salary Bonus Pension Other TotalKari Eian Krogstad CEO 3 309 120 1 393 738 140 718 22 870 4 866 446 Thomas Jakobsen CFO 2 185 067 - 135 839 8 268 2 329 174 Monica Weiseth VP QA\Reg 412 121 100 000 45 116 1 697 558 934 Helge Børslid VP Operations 1 509 587 63 564 125 699 4 392 1 703 242 Håkon Grøthe CIO 1 546 347 192 538 128 592 14 082 1 881 559 Jonas Tyssø Chief R&D Officer 498 889 - 48 910 3 768 551 567 Hæge Johanne Krogh Wetterhus VP Marketing 1 577 963 167 321 143 607 23 772 1 912 663 Mike Karim CCO 1 915 431 957 716 213 434 - 3 086 580 Total 12 954 525 2 874 877 981 915 78 849 16 890 166

Entering 2025 there was a change in the management structure in Medistim. In 2024 VP sales positions in EMEA, APAC and AMERICAS

Medistim Annual Report - Fiscal year 2025 | page 91

reported directly to CEO. From 2025 this changed by hiring a Chief Commercial Officer CCO. The CCO reports directly to CEO and the VP

sales positions report to CCO. This explains why top management goes from 12 people to 8.

COMPENSATION AND BENEFITS TO THE MANAGEMENT GROUP IN 2024Share based Management Position Salary Bonus Pensioncompensation Other TotalHæge Johanne Krogh Wetterhus VP Marketing 1 532 492 178 476 116 173 - 15 532 1 842 673 Anne Waaler VP Medical 1 538 604 208 963 93 499 - 31 496 1 872 561 Roger Reino Morberg VP Sales APAC 1 926 097 - 109 719 - 40 706 2 076 523 Erik Swensen VP Development 1 552 545 110 012 105 952 - 4 480 1 772 989 Tone Ann Veiteberg VP QA\Reg 1 345 238 190 847 85 507 - 4 480 1 626 072 Stephanie d’Avout Stenhagen VP Sales EMEA 1 432 563 140 106 104 438 - 32 724 1 709 831 Helge Børslid VP Operations 1 444 589 152 558 99 469 - 6 322 1 702 938 Mike Farbelow VP Sales AMERICAS 2 738 850 508 528 109 554 - - 3 356 933 Håkon Grøthe VP Innovation 1 446 643 205 373 99 878 - 22 679 1 774 572 Ole Arne Eiksund CBDO 1 521 907 206 310 97 842 - 24 128 1 850 187 Kari Eian Krogstad CEO Medistim ASA 3 341 915 - 111 031 1 926 000 16 146 5 395 092 Thomas Jakobsen CFO Medistim ASA 2 142 690 - 106 970 - 8 164 2 257 824 Total compensation and benefits 21 964 132 1 901 173 1 240 032 1 926 000 206 857 27 238 194

There is no severance pay agreements towards any in the management team in case of leaving the company. All members of the management

group have a two-way arrangement of 3 months’ notice. The exception is management in the US that has no notice period. The management group

has the same pension plan as other employees. For Norwegian members of the management group, this is a contribution plan that covers 5 % of

salary up to 7.1 G and 15 % of salary for G between 7.1 and 12. 1G equals NOK 130 160. Management in the US has a contribution plan that covers

4 % of salary.

Share based payments

Medistim Annual Report - Fiscal year 2025 | page 92

The group has a share-based payment scheme for its CEO. The program is settled in shares. The fair value of the option at the grant

date is expensed over the vesting period. The expense is included in “salary and social expenses” in the income statement, and a

corresponding amount is recognized as other paid-in capital.

The board decides incentives to CEO. Bonus and incentives to the management group is decided by the CEO. Bonus and incentives

for both management group and CEO are based on achieved results. The table shows the bonus paid in 2025. Some members of the

management group have loan from the company at tax free interest rate related to the share program offered to the Management team.

In 2025 both members of Management and key personnel were offered to participate in the share program. For every fourth share

purchased one share was given free with a vesting period of 3 years. The loans are at tax free rate and are due for payment when the

vesting period is over. The below table shows who in the management team and key personnel purchased shares at a discount and has

loan form the company.

Shares Match 25 % Total purchase of Number of Loan share Positionpurchased in NOKin NOKshares in NOKsharesprogramTeam leader HW 300 000 75 000 375 000 1 856 300 000Team leader SW 150 000 37 500 187 500 928 -Tech lead 300 000 75 000 375 000 1 856 300 000Bus & Prod Mgr Cardiac 300 000 75 000 375 000 1 856 300 000Bus & Prod Mgr Vascular 300 000 75 000 375 000 1 856 300 000Medical Advisor 300 000 75 000 375 000 1 856 300 000Fin Mgr 300 000 75 000 375 000 1 856 300 000VP Marketing 100 000 25 000 125 000 619 50 000VP Sales APAC 300 000 75 000 375 000 1 856 300 000VP QA/REG 800 000 200 000 1 000 000 3 772 800 000Chief R&D Officer 800 000 200 000 1 000 000 3 772 800 000 CIO 300 000 75 000 375 000 1 856 -CFO 400 000 100 000 500 000 2 475 400 000Total 4 650 000 1 162 500 5 812 500 26 414 4 150 000

The CCO has a separate agreement since he is located in the UK. He could purchase 3 shares and get 2 for free if in position after 3

Medistim Annual Report - Fiscal year 2025 | page 93

years. The CCO purchased 3322 shares in November 2025 and will if in position receive another 1 474 shares. The company expensed

TNOK 375 related to the shares to the CCO. Compensation to the board was TNOK 2 240 in 2025 and TNOK 2 240 in 2024. The

chairman received TNOK 517.5 as compensation in 2025 and TNOK 500 in 2024 The board members received a total TNOK 300 each as

compensation in 2024, a total of TNOK 1 800. In 2024 they received TNOK 290 each, a total of TNOK 1 740.

The nomination committee leader received a compensation of TNOK 25, while the two other members received TNOK 20 each. In total, the nomination

committee received TNOK 65 as compensation. Compensation to Audit committee and remuneration committee was TNOK 95 and TNOK 50 respectively.

Medistim ASA transferred in 2025 10 000 shares to CEO Kari Krogstad's 100 % owned company K2 Consulting. This is according to the agreement

entered between Medistim ASA and the CEO under the same terms as in 2024. The shares have a lock-up period of 3 years and this qualifies for a 25 %

discount. Average share price in the 14 days subscription period was NOK 173 per share. The shares were therefore purchased at 129.78 per share. To

finance the purchase, Medistim has given the CEO a loan and when the lock-in period has ended, she is given a bonus equal to the loan amount.

Share program CEO 2025 2026 2027 2028Shares granted - 8 000 8 000 10 000 Ending balance - 8 000 16 000 26 000 Share price at the time of grant in NOK - 219 204 173 Total expense in NOK - 1 752 000 1 632 000 1 730 000 Expense per grant per year in NOK - 584 000 544 000 576 667 Annual expense in NOK for the grant in 2025 - 584 000 544 000 576 667

Annual expenses for the grant in 2025 was NOK 1 704 667. In total TNOK 3 223 was expensed related to the share programs.

Transactions with related parties

There were no other transactions towards related parties in 2024 or in 2025.

Medistim Annual Report - Fiscal year 2025 | page 94

NOTE 22 PROVISIONS

Provisions (amount in NOK 1 000) 2025 2024Warranty provision 500 500Total provision 500 500

The group provides warranties for general repairs of defects that existed at the time of sale, as required by law. Provisions related to these assurance-

type warranties are recognized when the product is sold or the service is provided to the customer. Initial recognition is based on historical experience.

The initial estimate of warranty-related costs is revised annually.

The warranty provision is based upon the company’s experience with sales and return of its own products. The estimate is based upon this experience

to cover future obligations. The company has introduced extended warranty where customers for a fee extend the warranty period. The level of warranty

contracts in 2025 is limited and there have been no expenses related to extended warranty contracts in 2025. In 2025, there are no additional provision

related to the contracts. This will be monitored and if the level of extended warranty increases a method for estimating a provision is established.

NOTE 23 EXCHANGE RATES FOREIGN CURRENCY

Exchange rates foreign currency Rate 01.01.2025 Average rate Rate 31.12.2025CurrencyUSD 10.3534 10.3948 10.0791DKK 156.62 157.00 158.56EUR 11.7950 11.7174 11.8430GBP 14.2249 13.6817 13.5721

Transactions in foreign currency

Transactions in foreign currency are translated to functional currency using the exchange rate at the date of the transaction. Financial

instruments in foreign currency are translated to Norwegian kroner at the closing rate of the balance day. Non-financial items measured at

historic cost are translated to Norwegian kroner using the exchange rate at the time of the transaction.

Foreign subsidiaries

Assets, liabilities and goodwill in foreign subsidiaries that are consolidated are translated to Norwegian kroner at the date of the balance

sheet. Revenue and expenses are translated to Norwegian kroner using the rate at the transaction date.

Medistim Annual Report - Fiscal year 2025 | page 95

NOTE 24 CHANGES IN LIABILITIES ARISING FROM FINANCIAL ACTIVITIES

Changes in liabilities arising from financial activities 2025 (amount in NOK 1 000)Current Non-current lease Deferred revenue lease agreementsagreements Total 2025At 1st of January 2025 5 931 9 305 25 058 40 295New lease agreements - - 23 379 23 379Cash flows lease agreements - -9 357 - -9 357Liabilities becoming current in 2025 - 11 594 -11 594 -Effects of foreign exchange - 52 833 855Deferred revenue 5 378 - - 5 77131. December 2025 11 309 11 594 37 676 60 580Changes in liabilities arising from financial activities 2024 (amount in NOK 1 000)Current Non-current lease Deferred revenue lease agreementsagreements Total 2024At 1st of January 2024 4 233 8 791 8 855 21 879New lease agreements - - 25 508 25 508Cash flows lease agreements - -8 791 - -8 791Liabilities becoming current in 2024 - 9 305 -9 305 -Effects of foreign exchange - - 450Deferred revenue 1 697 - - 1 697 31. December 2024 5 931 9 305 25 058 40 295

NOTE 25 EVENTS AFTER 2025

Information after the reporting period that provide evidence of conditions that existed at the end of the reporting (”adjusting events”), are

reflected in the amounts recognized in the financial statement. Information after the reporting period that are indicative of conditions that

arose after the reporting period (“non-adjusting events”) are not reflected in the amounts recognized in the financial statement but are

disclosed if material.

The Board of Directors has no knowledge about other events after 2025 that will affect the annual report and financial statement for 2025.

Medistim Annual Report - Fiscal year 2025 | page 96

11. PARENT COMPANY FINANCIAL STATEMENTS

11.1 Income statement Medistim ASA

Income statement Medistim ASA

(amount in NOK 1 000) Note 2025 2024

Operating income and expenses

Revenue 26 416 821 333 652

Other income 26 25 741 20 396

Total revenue 442 562 354 048

Operating expenses

Cost of material

27 70 449

63 399

Salary and social expenses 28 118 624 94 780

Other operating expenses 28, 40 90 644 72 552

Total operating expenses before depreciation and

amortization expenses 279 718 230 731

Operating profit before depreciation and amortization

expenses 162 845 123 317

Depreciation and amortization expenses

Depreciation and amortisation expenses 29 11 832 13 023

Total operating expenses 291 550 243 754

Operating profit 151 012 110 294

Financial income and expenses

Dividend from subsidiaries 32 20 709 20 273

Financial income 38 24 775 9 046

Financial Expenses 38 12 279 13 062

Net financial items 33 205 16 258

Profit before tax 184 217 126 551

Tax expense 31 38 262 23 240

Profit for the year 145 956 103 312

Allocations

Dividend 37 146 211 109 885

Other equity 37 -255 -6 574

Total allocation 145 956 103 312

Earnings per share in NOK 7.96 5.67

Dividend per share in NOK 8.00 6.00

Medistim Annual Report - Fiscal year 2025 | page 97

11.2 Balance sheet Medistim ASA

Balance Sheet Medistim ASA (amount in NOK 1 000)

Note

2025 2024

Assets

Non-current assets

Intangible assets 29, 30 72 181 45 186

Deferred tax asset 31 3 272 4 395

Financial assets

Property, plant and equipment 29 19 396 26 704

Investments in associated companies (IAS 1.68) 32 38 395 38 395

Other long term receivable 11 053 12 761

Total non-current assets 144 297 127 441

Current assets

Inventory 34 122 350 122 580

Accounts receivable 33, 42 60 812 42 604

Other receivables 33, 42 40 339 47 224

Cash and cash equivalents 35 153 191 126 879

Total current assets 376 693 339 287

Total assets 520 990 466 729

Equity and liabilities

Equity

Share capital 36, 37 4 584 4 584

Treasury shares 36, 37 -14 -6

Share premium 37 41 852 41 852

Other paid in capital 37 21 159 25 805

Issued capital 67 581 72 235

Retained earnings 137 115 136 951

Total equity 204 696 209 185

Non current liabilities

Interest bearing loans 41 70 554 79 474

Total non current liabilities 70 554 79 474

Current liabilities

Accounts payable 14 258 6 277

Income tax payable 31 37 137 25 043

Provisions 500 500

Current liabilities 39, 42 47 633 36 365

Dividends 146 211 109 885

Total current liabilities 245 740 178 070

Total liabilities 316 294 257 543

Total equity and liabilities 520 990 466 729

Medistim Annual Report - Fiscal year 2025 | page 98

11.3 Cash flow statement

Cash Flow Statement (amount in NOK 1 000) Note 2025 2024

Cash flow from operations

Profit before tax 184 217 126 551

Income tax payable -25 547 -23 089

Depreciation and amortisation expenses 29 11 832 13 023

Change in inventory 34 230 -8 541

Change in accounts receivable 33 -18 209 9 117

Change in accounts payable 7 982 -4 120

Change in other accruals 1 410 3 056

Net cash from operating activities 161 997 115 996

Investing activities

Purchase of property, plant and equipment 29 -2 409 -6 067

Intangible assets 29 -19 076 -17 259

Net cash from investing activities -21 485 -23 326

Financing activities

Dividend 37 -109 465 -82 414

Change in treasury shares 37 -4 654 1 068

New loan - 33 071

Net cash from financing activities -114 119 -48 275

Cash and cash equivalents

Net change in cash and cash equivalents 26 312 44 395

Cash and cash equivalents as of 01.01 126 879 82 485

Cash and cash equivalents end of period 153 191 126 879

Available cash and cash withholding

Available cash and cash equivalents of period 35 148 745 121 232

Cash withholding for taxes 35 4 446 5 648

Cash and cash equivalents end of period 153 191 126 879

Medistim Annual Report - Fiscal year 2025 | page 99

11.4 Accounting principles

The financial statement and notes are

according to Norwegian GAAP, Norwegian

accounting law and according to best

practice within Norwegian GAAP.

Sales revenue

Sales revenue is recognized in the profit and

loss on the date of delivery and when the

major risk and ownership of the product have

been transferred to the customer. Systems

and probes are recognized as revenue when

the goods are shipped from Medistim ASA and

the risk and ownership is transferred to the

distributor or end customer. The same is the

case for sale of procedures for quality control

of cardiac surgery and other third-party

products. Services are recognized as revenue

at the time the service is performed.

Current assets and current liabilities

are defined as items that are due for

payment within one year at the last day

of the accounting year, and items defined

as working capital. Current assets are

evaluated at the lowest of cost and net

sales value. (The lowest value principle).

Fixed assets and non-current liability

Fixed assets are defined as property for non-

current use. Fixed assets are valued at cost

in the balance sheet and depreciated of the

expected economic lifetime. Fixed assets are

written down to real value if the reduction in

value is expected to be permanent. Write down

is reversed if the basis for the write down no

longer exists.

Shares in subsidiaries

Shares in subsidiaries are valuated according to

cost. Shares in Medistim Norge AS, Medistim

US Inc, Medistim Denmark Aps, Medistim UK

Ltd, and Medistim Deutschland GmbH are

owned 100 %. The shares are recorded at

cost or written down to real value if real value

is assumed to be the lowest and that it is

permanent. Dividend and group contributions

are recognized as revenue in the holding

company as financial revenue in the year that it

has been accrued given that Medistim had the

ownership of the shares in this period.

Foreign currency

Balance sheet items in foreign currency are

valued at the exchange rate on the balance

sheet day. Sales revenue is recorded at the

exchange rate that was at the time of the

sale. Unrealized gains or losses on hedging

contracts are recorded in the profit and loss.

Inventory

Inventory is valued at the lowest of cost

(FIFO principle) and net sales value (lowest

value principle). For components, the lowest

of historic cost and current price is used to

value the component inventory.

Work in progress and finished goods

Cost for finished goods includes direct

cost and a portion of indirect and fixed

production cost. Basis for the allocated

cost to the products is a normal production

situation. Goods in progress are valued at

the component cost price.

Accounts receivables

Account receivables and other receivables

are recorded in the balance sheet at par

value with deduction for estimated losses.

The accrual for losses is based upon a

separate evaluation in each case. In addition,

there has been made an unspecified accrual

on receivables to cover expected losses.

The same evaluation is made for other

receivables.

Taxes

Tax cost in the income statement includes

payable tax for the current accounting year

and changes in temporary differences that

are due for payment the coming accounting

year. Temporary differences occurs using

the tax rate by the end of the accounting

year (22 %) and comparing tax increasing or

tax reducing temporary differences between

accounting values and tax values. Tax

increasing or reducing temporary differences

that can be reversed in the same period is

recorded at net value. Deferred tax asset is

recorded if it is likely that the company will

be able to utilize the tax asset.

11.3 Cash flow statement

Cash Flow Statement (amount in NOK 1 000) Note 2025 2024

Cash flow from operations

Profit before tax 184 217 126 551

Income tax payable -25 547 -23 089

Depreciation and amortisation expenses 29 11 832 13 023

Change in inventory 34 230 -8 541

Change in accounts receivable 33 -18 209 9 117

Change in accounts payable 7 982 -4 120

Change in other accruals 1 410 3 056

Net cash from operating activities 161 997 115 996

Investing activities

Purchase of property, plant and equipment 29 -2 409 -6 067

Intangible assets 29 -19 076 -17 259

Net cash from investing activities -21 485 -23 326

Financing activities

Dividend 37 -109 465 -82 414

Change in treasury shares 37 -4 654 1 068

New loan - 33 071

Net cash from financing activities -114 119 -48 275

Cash and cash equivalents

Net change in cash and cash equivalents 26 312 44 395

Cash and cash equivalents as of 01.01 126 879 82 485

Cash and cash equivalents end of period 153 191 126 879

Available cash and cash withholding

Available cash and cash equivalents of period 35 148 745 121 232

Cash withholding for taxes 35 4 446 5 648

Cash and cash equivalents end of period 153 191 126 879

Medistim Annual Report - Fiscal year 2025 | page 100

Pension liabilities

All employees have a contribution pension plan.

Share based payments

The Group has a share-based payment scheme

for its CEO, the program is measured at fair

value at grant date. The share-based payment

for the company’s top leader is a scheme by

issuing shares. For transactions that are settled

in equity instruments (arrangements by issuing

shares), recognize the value of shares granted

during the period as a compensation expense

in the income statement and a corresponding

additional paid-in capital.

Research and development

The activities in the development department

are split in 3 categories. These are maintenance,

general research and development of new

products. Maintenance and general research

is expensed in the P & L while new products

are recorded as an asset and depreciated over

expected lifetime. When recorded as an asset

it is expected that revenues from the product

will exceed capitalized amounts. An immaterial

asset that is acquired, or other immaterial

assets that are developed, are recorded as

an asset in the balance sheet if they are

identifiable and that it is likely to give future

economic benefits. The asset is amortized

over the expected economic lifetime of the

asset. The values of the assets are evaluated

yearly and if the book value exceeds future

economic benefit the asset is written down. The

evaluation is performed by the management in

the company.

11.5 Notes to the accounts

NOTE 26 GEOGRAPHIC SPLIT OF SALES

Geographic split of sales (amount in NOK 1 000) 2025 2024

USA 198 749 142 127

Asia 92 178 46 695

Europe 124 666 147 213

Rest of the World 26 969 18 013

Total revenue 442 562 354 048

For 2025 other income amounted to TNOK 25 741, where TNOK 4 156 was income related to services towards subsidiaries aand TNOK 13 704 was

managment fee. For 2024 other income amounted to TNOK 20 396 where TNOK 4 111 was services towards subsidarites and TNOK 16 284 was

managament fee.

Cash flow analysis

The cash flow analysis is prepared using

indirect method. Cash is defined as cash in

bank and other financial assets that are due

within 3 months after it is acquired.

Other financial assets

Shares and other financial assets are evaluated

at the lowest of cost and market value. The

company enters hedging contracts in USD and

EUR. The value of the contracts is based upon

the exchange rate at the balance sheet day and

a change in value is recorded in the P & L.

Accruals

Obligations and accruals are made if it is more

than 50 % likely that the obligation is real. Best

estimate is used to estimate the obligation.

Medistim Annual Report - Fiscal year 2025 | page 101

NOTE 27 COST OF MATERIAL

Cost of material (amount in NOK 1 000) 2025 2024

Change of inventory of finished goods Medistim products 32 483

Raw materials and components used 14 629 -9 025

Purchace of raw material and components 55 787 71 940

Total cost of material 70 449 63 399

The inventory change related to salary is included under “Change of inventory of finished goods”. Similarly, change in obsoletions is included

under “Materials and components used”.

NOTE 28 SALARIES AND OTHER BENEFITS

Salaries and other benefits (amount in NOK 1 000) 2025 2024

Salary 101 364 82 599

Social taxes 13 998 13 375

Other salary and social expenses 3 262 -1 194

Total salary expenses 118 624 94 780

The total number of employees was through the year 97. Medistim has a pension plan for all its employees. This is a contribution plan that

covers 5 % of salary up to 7.1 G and 15 % of salary for G between 7.1 and 12. 1G is the base amount (NOK 130 160) in the social security

system. The cost for the contribution plan was in 2025 TNOK 5 520, while it was TNOK 4 470 in 2024. It is compulsory by law for the

company to have a pension plan for its employees. The pension plans in the company fulfill the obligation in the law. See also note 21 in the

group accounts for comments related to bonus, incentives and share program.

Medistim Annual Report - Fiscal year 2025 | page 102

Compensation and benefits to the management group in 2025

Management Position Salary Bonus Pension Other Total

Kari Eian Krogstad CEO 3 309 120 1 393 738 140 718 22 870 4 866 446

Thomas Jakobsen CFO 2 185 067 - 135 839 8 268 2 329 174

Monica Weiseth VP QA\Reg 412 121 100 000 45 116 1 697 558 934

Helge Børslid VP Operations 1 509 587 63 564 125 699 4 392 1 703 242

Håkon Grøthe CIO 1 546 347 192 538 128 592 14 082 1 881 559

Jonas Tyssø Chief R&D Officer 498 889 - 48 910 3 768 551 567

Hæge Johanne Krogh

Wetterhus VP Marketing 1 577 963 167 321 143 607 23 772 1 912 663

Mike Karim CCO 1 915 431 957 716 213 434 - 3 086 580

Total 12 954 525 2 874 877 981 915 78 849 16 890 166

Entering 2025 there was a change in the management structure in Medistim. In 2024 VP sales positions in EMEA, APAC and AMERICAS

reported directly to CEO. From 2025 this changed by hiring a Chief Commercial Officer CCO. The CCO reports directly to CEO and the VP

sales positions report to CCO. This explains why top management goes from 12 people to 8.

See also “Note 21 Related party transactions” in the group accounts for comments related to bonus, incentives and share program.

Compensation to the Board of Directors 2025

(amount in NOK 1 000)

Directors

fee

Audit or remuneration

committee

Chair Øyvind Brøymer 518 30

Board member Anna Sofia Ahlberg 300 40

Board member Gry Dahle 300

Board member Tove Raanes 300 55

Board member Peder Strand 300 20

Board member Rune Halvorsen 300

Total 2 018 145

The nomination committe received in total TNOK 50, The leader received TNOK 30 and the members recevied TNOK 20.

Medistim Annual Report - Fiscal year 2025 | page 103

Compensation to auditor

(amount in NOK 1 000) 2025 2024

Statutory audit 1 557 1 358

Attestation services 18 16

Tax advisory 92 92

Total compensation to auditor 1 667 1 466

The amounts are without VAT

NOTE 29 ASSETS AND DEPRECIATION

Assets and depreciation

(amount in NOK 1 000)

Plant &

machinery Equipment

Total fixed

assets

Capitalized

development

Infrastructure Total

Historic cost as of 01.01.2025 96 337 15 221 111 557 123 351 - 123 351

Additions 1 754 655 2 409 19 076 10 034 29 110

Historic cost as of 31.12.2025 98 091 15 876 113 967 142 427 10 034 152 461

Accumulated depreciation as of 01.01.2025 71 237 13 617 84 854 78 165 - 78 165

Ordinary depreciation 8 396 1 322 9 717 2 115 - 2 115

Accumulated depreciation as of 31.12.2025 79 632 14 939 94 571 80 280 - 80 280

Book value at 31.12.2025 18 459 937 19 396 62 147 10 034 72 181

Plant and machinery is depreciated over 3 to 7 years on a straight-line basis dependent upon expected economic lifetime. Tools and

equipment is depreciated over 3 to 5 years on a straight-line basis dependent upon expected economic lifetime.

Development cost is recorded as intangible assets when a project has reached technological feasibility and it is likely that it will result in a

new product or improved product that has revenue potential that exceeds the investment. Maintenance of existing products is expensed.

The investment is depreciated over 3 to 8 years dependent upon whether it is a new product or improvement of existing product. A new

product that represents a new technological platform has a longer expected lifetime and for Medistim products this is 8 to 10 years. Product

improvements on existing technological platform is replaced more rapid and is therefore depreciated over 3 years.

Medistim Annual Report - Fiscal year 2025 | page 104

NOTE 30 RESEARCH AND DEVELOPMENT

With MNOK 19.4 recognized as an asset of a total of MNOK 40.2 was used in R & D in 2025.

Comparable numbers for 2024 were MNOK 18.6 recognized as an asset with a total of MNOK

35.0. Medistim received TNOK 3 049 in SkatteFunn funds in 2025 and TNOK 1 381 in 2024.

NOTE 31 INCOME TAX AND TEMPORARY DIFFERENCES

Income tax and temporary differences (amount in NOK 1 000) 2025 2024

Current income tax charge for the year before deferred tax asset

is utilized 37 137 25 043

Change in deferred tax 1 125 -1 803

Income tax expense reported 38 262 23 240

Reconciling income tax expense against profit

Income tax expense for the year 38 262 23 240

22 % of profit before tax 40 528 27 841

Permanent differences -2 266 -4 602

Specification of taxable income

Profit before tax 184 217 126 551

Permanent differences -10 300 -20 917

Change in temporary differences -5 112 8 196

Taxable profit 168 805 113 790

Payable tax in balance sheet

Tax expense for the year 38 262 23 240

Change in deferred tax 1 125 -1 803

Total payable tax 37 137 25 043

Specification of deferred tax asset

Differences in accounting and tax values

Fixed assets -280 -134

Current assets -14 264 -19 566

Accrual for obligations -322 -277

Total differences -14 865 -19 977

Deferred tax asset 22 % 3 272 4 395

Deferred tax asset in balance sheet 3 272 4 395

Deferred tax asset in the balance sheet increased to MNOK 3.3 in 2025 from MNOK 4.4 in 2024.

Deferred tax asset consists to temporary differences in valuation of assets. All deferred tax asset

is recorded in the balance sheet as of 31.12.2025, since it is likely that the company will have

future taxable income that will exceed temporary differences.

Medistim Annual Report - Fiscal year 2025 | page 105

NOTE 32 SHARES IN SUBSIDIARIES

Medistim ASA has investments in the following subsidiaries:

Shares in subsidiaries (amount in NOK 1 000)

Unit Country Segment Ownership

Balance sheet

value 31.12.2025

Profit in

2025

Medistim USA Inc. USA

Lease and sale within bypass surgery

and vascular surgery 100 % 135 899

Medistim Deutschland

GmbH Germany

Capital sales within bypass surgery

and vascular surgery 100 % 188 6 814

Medistim Norge AS Norway

Sale of third-party products and

capital sales within bypass surgery

and vascular surgery 100 % 36 954 17 816

Medistim UK LTD UK

Capital sales within bypass surgery

and vascular surgery 100 % 1 -1 710

Medistim Japan KK Japan Dormant company 100 % 86 0

Medistim Canada Inc. Canada

Capital sales within bypass surgery

and vascular surgery 100 % 1 -1 341

Medistim China Ltd China

Service provider for distributors in

China 100 % 1 002 958

Medistim Spain S.L Spain

Capital sales within bypass surgery

and vascular surgery 100 % 28 1 837

Medistim Danmark Aps Denmark

Sale of third-party products and

capital sales within bypass surgery

and vascular surgery

100 % owned indirectly

through Medistim Norge AS

with book value of TNOK 1 103 - 1 815

Medistim Sweden AB Sweden

Sale of third-party products and

capital sales within bypass surgery

and vascular surgery

100 % owned indirectly

through Medistim Norge AS

with book value of TNOK 228 - -445

Total shares in subsidiaries 38 395 26 644

Medistim Annual Report - Fiscal year 2025 | page 106

Medistim Norge AS has a subsidiaries Medistim ASA owns indirectly through Medistim Norge AS in Denmark and Sweden. The company is

named Medistim Denmark Aps and Medistim Sweden AB and is within the same segment as Medistim Norge AS.

Summary of financial information from subsidiaries all 100 % owned

(amount in NOK 1 000)

Unit Assets Liability Equity Income Profit

Medistim USA Inc. 186 336 67 757 118 579 304 563 899

Medistim Deutschland GmbH 18 508 5 890 12 618 63 463 6 814

Medistim Norge AS 51 288 10 589 40 699 101 057 17 816

Medistim UK LTD 2 990 14 063 -11 073 3 770 -1 710

Medistim Japan KK 86 0 86 0 0

Medistim Canada Inc. 11 341 18 543 -7 202 17 756 -1 341

Medistim China Ltd 5 531 2 327 3 204 9 583 958

Medistim Spain S.L 12 747 1 459 11 288 24 518 1 837

Medistim Danmark Aps 4 870 2 878 1 992 11 536 1 815

Medistim Sweden AB 2 779 2 714 65 10 065 -445

Total 296 478 126 221 170 257 546 311 26 644

Summary of financial information from subsidiaries all 100 % owned 2025:

Medistim Norge AS has offices in Oslo, Norway. Medistim USA Inc has offices in Minneapolis in the USA. Medistim Deutschland GmbH has

offices in Munich in Germany, Medistim UK has offices in Nottingham in UK, Medistim Japan KK has offices in Tokyo and Medistim Denmark

has offices in Copenhagen in Denmark. Medistim Spain S.L has offices in Madrid. Medistim Canada has offices in Toronto, Canada, Medistim

China has offices in Guangzhou in China and Medistim Sweden has offices in Gothenburg, Sweden. Medstim has established a subsidary in

Japan and will go direct in March 2026. Book value of goodwill related to the acquisition of Medistim Norge AS was as of 31.12.2024 TNOK

14 128. Goodwill at the time of acquisition was TNOK 16 097. None of the subsidiaries are listed at a stock exchange.

Of Medistim UK’s debt of TNOK 14 163 TNOK 7 588 is a long-term debt towards Medistim ASA. The debt is part of a cash transfer to

finance and establish the company in UK. Interest has been charged on this debt. Of Medistim Canada’s debt of TNOK 16 548 TNOK 4 069

is a long-term debt towards Medistim ASA. Medistim ASA received from its Norwegian subsidiary a dividend of MNOK 15.0 in 2025. Medistim

ASA has interest bearing debt towards Medistim US Inc of MNOK 70.6.

Medistim Annual Report - Fiscal year 2025 | page 107

NOTE 33 ACCOUNT RECEIVABLES, OTHER RECEIVABLES AND FINANCIAL INSTRUMENTS

Accounts receivable (amount in NOK 1 000) 2025 2024

Accounts receivable 65 735 43 503

Provision for bad debt -4 922 -899

Total account receivable 60 812 42 604

All receivables are due within one year. Losses in 2025 were MNOK 12.8 and losses in 2024 were TNOK 1. It is recorded an accrual of TNOK

899 to cover expected losses. Histroically the company has small losses on receivables. The MNOK 12.8 in losses in 2025 was related to the

debt forgivness towards Medistims subsidiary in UK.

Other Receivables (amount in NOK 1 000) 2025 2024

Prepayments 4 083 4 112

Prepaid taxes and VAT 3 697 2 437

Accrued revenue 3 262 24 708

Dividend subsidiaries 15 000 12 000

Other current receivables 14 296 3 968

Total other receivables 40 339 47 224

NOTE 34 INVENTORY

Inventory (amount in NOK 1 000) 2025 2024

Components 78 201 87 302

Finished goods 56 150 44 085

Inventory accrual -12 001 -8 806

Total inventory 122 350 122 580

Finished goods are valued at production cost that includes cost for components and internal labor cost. Work in progress is valued at the

total of the component cost. Inventory accrual is related to service inventory and demonstration inventory. The sales value of the products is

assessed and found lower than historic cost.

Medistim Annual Report - Fiscal year 2025 | page 108

Specification of accrual (amount in NOK 1 000) 2025 2024

Demonstration units 4 192 2 622

Service parts 4 332 3 861

Other 3 477 2 323

Total specification of accrual 12 001 8 806

NOTE 35 CASH IN BANK

Restriced cash amounted to TNOK 4 446 as of 31.12.2025 and was related to tax withheld on salary paid to employees. The comparable

amount as of 31.12.2024 was TNOK 5 648.

NOTE 36 SHAREHOLDER AFFAIRS

The Board of Directors received permission from the shareholders meeting on the 8th of May 2025 permission to purchase up to 1 833 733 Medistim

ASA shares at par value NOK 458 433. The permission is valid until the next ordinary general assembly in 2026 in the price range of NOK 0.25 to NOK

500 per share.

Status for the permissions as of 31.12.2025 Number of shares Share capital in NOK

Permission to purchase shares given at the shareholders meeting in 2025 1 833 733 458 433.25

Permission to purchase shares used 70 000 17 500

Remaining permissions 31.12.2025 1 763 733 440 933.25

Further the Board of Directors got permission to increase share capital with NOK 458 433 or issue 1 833 733 new shares at par value NOK 0.25. The

permission can be used if there is a decision to enter into a merger, acquire another company or to create an option program. The permission is valid

until the next ordinary shareholders meeting in 2026. See below for changes in the equity for the last year.

Status for change in issued share capital as of 31.12.2025 Number of shares Par value per share Share capital in NOK

Share capital 01.01.2025 18 337 336 0.25 4 584 334

Changes - -

Share capital 31.12.25 18 337 336 0.25 4 584 334

Medistim Annual Report - Fiscal year 2025 | page 109

The company owned 54 488 Medistim shares as of 31.12.2025. Number of Medistim shares by 01.01.2025 was 23 117.

Shareholder structure

20 Largest Shareholders

Shareholder Number of shares In % of total Country

ACAPITAL MEDI HOLDCO AS 1 815 978 9.90 % Norway

FLØTEMARKEN AS 1 285 000 7.01 % Norway

State Street Bank and Trust Comp 1 096 495 5.98 % United States

VERDIPAPIRFOND ODIN NORDEN 1 094 000 5.97 % Norway

FOLLUM INVEST AS 970 000 5.29 % Norway

INTERTRADE SHIPPING AS 935 735 5.10 % United States

VERDIPAPIRFONDET HOLBERG NORGE 765 000 4.17 % Sweden

Skandinaviska Enskilda Banken AB 687 102 3.75 % Norway

ODIN Small Cap 600 000 3.27 % Norway

J.P. Morgan SE 493 198 2.69 % United States

J.P. Morgan SE 440 000 2.40 % Luxembourg

Skandinaviska Enskilda Banken AB 427 636 2.33 % United Kingdom

MUSTAD INDUSTRIER AS 400 000 2.18 % Luxembourg

The Northern Trust Comp, London Br 393 375 2.15 % Norway

BNP Paribas 392 753 2.14 % Sweden

BUANES 381 609 2.08 % Luxembourg

VERDIPAPIRFONDET DNB SMB 354 588 1.93 % Luxembourg

Skandinaviska Enskilda Banken AB 322 540 1.76 % Luxembourg

State Street Bank and Trust Comp 298 660 1.63 % Belgium

The Bank of New York Mellon SA/NV 266 200 1.45 % France

Total 20 largest shareholders 13 419 869 73.18 %

Total number of shares outstanding 18 337 336

Medistim Annual Report - Fiscal year 2025 | page 110

The shareholders in the company for the management group and board member, were as of 31.12.2025:

Board members and management team with shares in the company

Shareholder Number of shares Nationality Position

Øyvin A. Brøymer (Fløtemarken AS og Intertrade Shipping AS) 2 220 735 Norway Chair of the Board

Kari Eian Krogstad 80 583 Norway CEO

Thomas Jakobsen 33 001 Norway CFO

Håkon Grøthe (Grøten Invest AS) 9 677 Norway CIO

Monica Weiseth 3 772 Norway VP QA/REG

Jonas Tyssø 3 772 Norway Chief R&D Officer

Hæge Wetterhus 2 210 Norway VP Marketing

Tove Raanes via Trane AS 1 990 Norway Board member

Mike Karim 2 211 UK CCO

Anna Ahlberg 400 Sweden Board member

NOTE 37 CHANGE IN EQUITY

Change in Equity

(amount in NOK 1 000)

capital

Treasury

premium

Other paid in

capital

Retained

earnings Total

Equity 31.12.2024 4 584 -6 41 852 25 805 136 950 209 185

Change in equity:

Change in treasury shares - -8 - -4 645 - -4 654

Other corrections - - - - 420 420

Profit for 2025 - - - - 145 956 145 956

Dividend to shareholders - - - - -146 211 -146 211

Equity 31.12.2025 4 584 -14 41 852 21 159 137 115 204 696

Other corrections are shares issued between year end and the general meeting that decide the dividend based upon profit for 2025.

Medistim Annual Report - Fiscal year 2025 | page 111

NOTE 38 FINANCIAL RISK

Change in exchange rates involves a direct and indirect financial risk for Medistim ASA. The company has revenue and expenses in EUR and

USD where most revenue is in another currency and expenses mostly in NOK. Efforts are made to neutralize net exposure. Hedging contracts

are evaluated to reduce exposure. The development in NOK towards USD and EUR is continuously monitored. Unrealized gain or loss related

to the contracts is recorded in the balance sheet and the change of the value related to the contracts is recorded in the profit and loss. By

year end 2025 the company had zero hedging contracts in USD and in EUR. The management and Board of directors evaluate the handling

of risks related to exchange rates fluctuations continuously together with its professional advisers.

Gains and losses related to currency (amount in NOK 1 000) 2025 2024

Foreign Exchange gain 20 004 5 500

Foreign Exchange loss 9 607 11 080

Total gains and losses related to currency 10 397 -5 580

NOTE 39 SPECIFICATION OF CURRENT LIABILITIES

Specification of current liabilities (amount in NOK 1 000) 2025 2024

Employee withholding, social security taxes 18 261 17 283

Bonus and commission 11 423 2 600

Board compensation 2 232 2 488

Other 15 718 13 994

Total current liabilities 47 633 36 365

Medistim Annual Report - Fiscal year 2025 | page 112

NOTE 40 OTHER OPERATING EXPENSES

Other operating expenses (amount in NOK 1 000) 2025 2024

Office rental 10 393 10 226

Travel expenses 4 911 4 103

Marketing 3 190 4 382

Consultancy fee 27 385 24 819

Insurance 1 512 2 095

Freight 1 989 1 593

Communication 23 659 20 062

Other 17 605 5 272

Total other operating expenses 90 644 72 552

NOTE 41 NONCURRENT LIABILITIES AND LOAN SECURITY

Medistim ASA has a non-current liability of MUSD 7 to Medistim USA. There are no securities or covenants related to this liability. All non-

current liabilities are due within five years.

Medistim ASA has a credit facility of MNOK 6.0 to enter foreign currency hedging contracts. The facility represents 10 % of the total value the

company can sign up contracts for. As security for the facilities are assets, accounts receivable and inventory with MNOK 10. Book value of

secured items was as of 31.12.2025 MNOK 19.4 for assets, MNOK 60.8 for accounts receivables and MNOK 122.4 for inventory.

Medistim Annual Report - Fiscal year 2025 | page 113

NOTE 42 RECEIVABLES AND LIABILITIES TOWARDS SUBSIDIARIES

Receivables and liabilities toward subsidiaries (amount in NOK 1 000) 2025 2024

Other non-current receivables 11 053 8 723

Account receivables 50 600 32 389

Other receivables 25 638 35 326

Accounts payable 67 67

Non-current liabilities 70 554 79 474

Other current liabilities 11 397 -

Total receivables and liabilities towards subsidiaries 5 274 -3 102

NOTE 43 EVENTS AFTER 2025

The Board of directors has no knowledge about events after 2025 that will affect the annual report and financial statement for 2025.

DECLARATION FROM THE BOARD OF DIRECTORS

We hereby confirm that the annual accounts for the group and the company for 2025 to the best of our knowledge have been prepared in

accordance with applicable accounting standards and gives a true and fair view of assets, liabilities, financial position and profit and loss for

the group and the company as a whole. The director’s report gives a true and fair view over development and performance of the business

and the position of the group and the company, and a description of principal risk and uncertainties facing the group.

Medistim Annual Report - Fiscal year 2025 | page 114

Oslo, April 14

, 2026

Board of Directors and CEO of Medistim ASA

Øyvin A. Brøymer

Chair

Sign.

Anna Ahlberg

Board member

Sign.

Gry Dahle

Board member

Sign.

Rune Halvorsen

Board member

Sign.

Tove Raanes

Board member

Sign.

Peder Strand

Board member

Sign.

Kari Eian Krogstad

President & CEO

Sign.

Medistim Annual Report - Fiscal year 2025 | page 115

ALTERNATIVE PERFORMANCE MEASURES

Alternative performance measures, concepts and abbreviations

Alternative performance measures are used by investors, securities analysts and other interested parties. The intention with the alternative

performance measures is to provide a better overview of achieved results and development in the company. In addition, concepts and

abbreviations that are relevant for the branch Medistim operates in are explained in the following list. The company has referred to these

measures over many years and has continued to do so to be consistent.

As Medistim develops its own products, the level of investment in R&D is a key area of focus. High values of intangible assets could result in

a one-time expense if the impairment test fails, and is highlighted for this reason. The company’s exposure to foreign currency, the regulatory

regime that forces the company to secure end of life parts and international customers with longer credit time, makes it useful to have

measures for currency neutral development and changes in working capital. Below is the list of alternative performance measures, concepts

and abbreviations Medistim uses in its reporting.

Alternative performance measures

Profit before R&D, depreciation &

impairment:

Margin after cost of goods, salary and social expenses and other operating expenses are deducted

except for R&D expenses

EBITDA: Earnings before interest, taxes, depreciation and amortization expenses. Corresponds to operating profit

before depreciations and amortization expenses.

EBIT: Earnings before interest and taxes. Corresponds to operating profit.

Currency neutral growth: Compares this year’s sales with previous year’s sales when sales in foreign currency is recalculated using

the same average currency rate in the reporting period to get a neutral comparison.

Working capital: Inventory plus accounts receivable minus accounts payable

Concepts and abbreviations

VeriQ: Medistim’s 3

Generation system platform

MiraQ: Medistim’s 4

generation system platform

TTFM: Transit time flow measurement

Vascular Surgery: Surgery involving veins and arteries in the body except on the heart

CABG: Coronary Artery Bypass Surgery

REQUEST: Registry for Quality Assessment with Ultrasound imaging and TTFM in Cardiac Bypass surgery. A study

initiated by Medistim ASA to collect data regarding the combined use of ultrasound imaging and TTFM.

Medistim Annual Report - Fiscal year 2025 | page 116

Alternative performance measures

HFUS: High-frequency Ultrasound

CIDAC: Comparison of intraoperative duplex ultrasound and angiography after Carotid Endarterectomy

NICE:

British National Institute for Health and Clinical Excellence; an organization that recommends standard of

care within healthcare.

AATS: The American Association for Thoracic Surgery

ESC: European Society of Cardiology

STS: Society for Thoracic Surgery - an American organization focusing on thoracic surgery

EACTS:

European Association for Cardio-Thoracic Surgery - a European organization focusing on Thoracic

surgery

ASCVS:

Asian Society for Cardiovascular and Thoracic Surgery - an Asian organization focusing on cardiovascular

surgery

ICC: International Coronary Congress - an organization that focuses on CABG surgery

Reconciliation of of currency neutral revenue Rates 2025 Rates 2024

USD average rate for the year 10.39 10.75

EUR average rate for the year 11.72 11.62

Split of revenue in USD, EUR, & NOK

(All numbers in NOK 1000) 2025

Revenue 2025

with 2024 rates

Sales in USD

Procedural revenue Imaging and flow 102 997 106 472

Capital sales flow systems 18 583 19 210

Capital sales flow and imaging systems 79 492 82 174

Flow probes 103 449 106 939

Imaging probes 17 797 17 657

Sales in EUR

Capital sales flow systems 41 361 41 035

Medistim Annual Report - Fiscal year 2025 | page 117

Split of revenue in USD, EUR, & NOK

(All numbers in NOK 1000) 2025

Revenue 2025

with 2024 rates

Capital sales flow and imaging systems 39 635 39 322

Imaging probes 6 253 6 204

Flow probes 188 956 187 463

Total revenue in USD and EUR 598 525 606 476

Revenue in NOK 101 242 101 242

Total revenue 699 767 707 718

Return on Invested Capital (ROIC)

(1=1 MNOK) 2021 2022 2023 2024 2025

Numerator: Profit for the year 91 114 104 104 159

Denominator: Invested capital (avg) 196 230 258 295 306

Total assets 403 483 506 581 662

Minus: Cash -129 -153 -154 -179 -210

Minus: Non interest bearing current liabilities -78 -100 -94 -102 -145

Equals: Invested capital 196 230 258 299 307

ROIC Net Income in % 46.3 % 49.5 % 40.3 % 35.4 % 51.9 %

RECONCILIATION OF WORKING CAPITAL (All numbers in NOK 1000) 31.12.2025 31.12.2024

Accounts receivable in balance sheet at year end 86 338 68 980

Inventory in the balance sheet at year end 161 132 160 521

Accounts payable in balance sheet at year end -38 222 -27 034

Working capital 209 298 202 466

Medistim Annual Report - Fiscal year 2025 | page 118

Oslo, April 14

, 2026

Board of Directors and CEO of Medistim ASA

Øyvin A. Brøymer

Chair

Sign.

Anna Ahlberg

Board member

Sign.

Gry Dahle

Board member

Sign.

Rune Halvorsen

Board member

Sign.

Tove Raanes

Board member

Sign.

Peder Strand

Board member

Sign.

Kari Eian Krogstad

President & CEO

Sign.

Split of revenue in USD, EUR, & NOK

(All numbers in NOK 1000) 2025

Revenue 2025

with 2024 rates

Capital sales flow and imaging systems 39 635 39 322

Imaging probes 6 253 6 204

Flow probes 188 956 187 463

Total revenue in USD and EUR 598 525 606 476

Revenue in NOK 101 242 101 242

Total revenue 699 767 707 718

Return on Invested Capital (ROIC)

(1=1 MNOK) 2021 2022 2023 2024 2025

Numerator: Profit for the year 91 114 104 104 159

Denominator: Invested capital (avg) 196 230 258 295 306

Total assets 403 483 506 581 662

Minus: Cash -129 -153 -154 -179 -210

Minus: Non interest bearing current liabilities -78 -100 -94 -102 -145

Equals: Invested capital 196 230 258 299 307

ROIC Net Income in % 46.3 % 49.5 % 40.3 % 35.4 % 51.9 %

RECONCILIATION OF WORKING CAPITAL (All numbers in NOK 1000) 31.12.2025 31.12.2024

Accounts receivable in balance sheet at year end 86 338 68 980

Inventory in the balance sheet at year end 161 132 160 521

Accounts payable in balance sheet at year end -38 222 -27 034

Working capital 209 298 202 466

Medistim Annual Report - Fiscal year 2025 | page 119

BDO AS

Bygdøy Allè 2

PO Box 1704 Vika

0121 Oslo

Norway

BDO AS, a Norwegian limited liability company, is a member of BDO International Limited, a UK company limited by guarantee, and forms

part of the international BDO network of independent member firms. The Register of Business Enterprises: NO 993 606 650 VAT. Page 1 of 4

To the General meeting of Medistim ASA

Independent Auditor's Report

Report on the Audit of the Financial Statements

Opinion

We have audited the financial statements of Medistim ASA.

The financial statements comprise:

• The financial statements of the

Company, which comprise the balance

sheet as at 31 December 2025, income

statement and cash flows for the year

then ended, and notes to the financial

statements,including a summary of

significant accounting policies, and

• The financial statements of the Group,

which comprise the balance sheet as at

31 December 2025, and income

statement, statement of comprehensive

income, statement of changes in equity

and cash flows for the year then ended,

and notes to the financial statements,

including material accounting policy

information.

In our opinion:

• The financial statements comply

with applicable statutory

requirements,

• The financial statements of the

Company give a true and fair view of

the financial position of the

Company as at 31 December 2025,

and its financial performance and its

cash flows for the year then ended

in accordance with the Norwegian

Accounting Act and accounting

standards and practices generally

accepted in Norway.

• The financial statements of the

Group give a true and fair view of

the financial position of the Group

as at 31 December 2025, and its

financial performance and its cash

flows for the year then ended in

accordance with IFRS Accounting

Standards as adopted by the EU.

Our opinion is consistent with our additional report to the Audit Committee.

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our

responsibilities under those standards are further described in the Auditor’s Responsibilities for the

Audit of the Financial Statements section of our report. We are independent of the Company and

the Group as required by relevant laws and regulations in Norway and the International Ethics

Standards Board for Accountants’ International Code of Ethics for Professional Accountants

(including International Independence Standards) (IESBA Code) as applicable to audits of financial

statements of public interest entities, and we have fulfilled our other ethical responsibilities in

accordance with these requirements. We believe that the audit evidence we have obtained is

sufficient and appropriate to provide a basis for our opinion.

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part of the international BDO network of independent member firms. The Register of Business Enterprises: NO 993 606 650 VAT. Page 2 of 4

To the best of our knowledge and belief, no prohibited non-audit services referred to in the Audit

Regulation (537/2014) Article 5.1 have been provided.

We have been the auditor of Medistim ASA for 16 years from the election by the general meeting of

the shareholders on May 2009 for the accounting year 2009 (with at renewed election on the April

2023).

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in

our audit of the financial statements of the current period. These matters were addressed in the

context of our audit of the financial statements as a whole, and in forming our opinion thereon, and

we do not provide a separate opinion on these matters.

Description of the key audit matter

How the key audit matter was addressed in

the audit

Revenue recognition:

The Group operates with distinct sales

categories as described in note 1 to the

financial statement. Revenue recognition for

these sales categories involves varying terms,

pricing structures, and delivery conditions.

The complexity arising from these different

sales categories, particularly in assessing

potential IFRS 15 and IFRS 16 implications, as

well as assessment of whether the

performance obligations have been fulfilled,

has been a key area of focus in our audit.

Timing of when the performance obligation is

considered fulfilled is not solely dependent on

the sales category, but is also driven by the

specific terms of delivery and other terms in

the customer contracts. Due to the number of

contracts and differing contractual terms,

there is a risk that revenue may not be

recognised at the appropriate amount or in

the appropriate period. Hence, revenue

recognition is considered a key audit matter.

We refer to Note 1 to the consolidated

financial statements.

We have assessed the appropriateness of

management’s revenue recognition policies

and the application of these policies. Our work

included review and evaluation of procedures

and systems related to revenue recognition

across the Group. We have obtained an

understanding of relevant internal controls,

including IT-dependent controls, and tested

the design and operating effectiveness of

these controls. We have also performed

substantive procedures to verify that revenue

has been recorded in accordance with the

applicable policies described.

Furthermore, we have assessed the adequacy

of the description of the Group’s policies for

revenue recognition in the notes to the

financial statements.

Other information

The Board of Directors and the Managing Director (management) are responsible for the other

information. The other information comprises the Board of Directors’ report and other information

in the Annual Report, but does not include the financial statements and our auditor’s report

thereon. Our opinion on the financial statements does not cover the other information.

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part of the international BDO network of independent member firms. The Register of Business Enterprises: NO 993 606 650 VAT. Page 3 of 4

In connection with our audit of the financial statements, our responsibility is to read the other

information and, in doing so, consider whether the other information is materially inconsistent with

the consolidated financial statements or our knowledge obtained in the audit or otherwise appears

to be materially misstated. If, based on the work we have performed, we conclude that there is a

material misstatement of this other information, we are required to report that fact. We have

nothing to report in this regard.

Opinion on the Board of Directors' report

Based on our knowledge obtained in the audit, in our opinion the Board of Directors’ report

• is consistent with the financial statements and

• contains the information required by applicable statutory requirements.

Our statement on the Board of Directors' report applies correspondingly for the statements on

Corporate Governance.

Responsibilities of management for the Financial Statements

Management is responsible for the preparation of financial statements of the Company that give a

true and fair view in accordance with the Norwegian Accounting Act and accounting standards and

practices generally accepted in Norway, and for the preparation of the financial statements of the

Group that give a true and fair view in accordance with IFRS Accounting Standards as adopted by

the EU. Management is responsible for such internal control as management determines is necessary

to enable the preparation of financial statements that are free from material misstatement,

whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company’s and

the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going

concern. The financial statements of the Company use the going concern basis of accounting insofar

as it is not likely that the enterprise will cease operations. The financial statements of the Group

use the going concern basis of accounting unless management either intends to liquidate the Group

or to cease operations, or has no realistic alternative but to do so.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a

whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s

report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a

guarantee that an audit conducted in accordance with ISAs will always detect a material

misstatement when it exists. Misstatements can arise from fraud or error and are considered

material if, individually or in the aggregate, they could reasonably be expected to influence the

economic decisions of users taken on the basis of these financial statements.

For further description of Auditor’s Responsibilities for the Audit of the Financial Statements

reference is made to:

https://revisorforeningen.no/revisjonsberetninger

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part of the international BDO network of independent member firms. The Register of Business Enterprises: NO 993 606 650 VAT. Page 4 of 4

Report on compliance with requirement on European Single Electronic Format

(ESEF)

Opinion

As part of the audit of the financial statements of Medistim ASA we have performed an assurance

engagement to obtain reasonable assurance about whether the financial statements included in the

annual report, with the file name 5967007LIEEXZXJOX483-2025-12-31-1-en, have been prepared, in

all material respects, in compliance with the requirements of the Commission Delegated Regulation

(EU) 2019/815 on the European Single Electronic Format (ESEF Regulation) and regulation pursuant

to Section 5-5 of the Norwegian Securities Trading Act, which includes requirements related to the

preparation of the annual report in XHTML format and iXBRL tagging of the consolidated financial

statements.

In our opinion, the financial statements, included in the annual report, have been prepared, in all

material respects, in compliance with the ESEF Regulation.

Management’s responsibilities

Management is responsible for the preparation of the annual report in compliance with the ESEF

Regulation. This responsibility comprises an adequate process and such internal control as

management determines is necessary.

Auditor’s responsibilities

For a description of the auditor’s responsibilities when performing an assurance engagement of the

ESEF reporting, see: https://revisorforeningen.no/revisjonsberetninger

BDO AS

Erik H. Lie

State Authorised Public Accountant

(This document is signed electronically)

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Serienummer: bankid.no no_bankid:9578-5995-4-155606

IP: 188.95.xxx.xxx

2026-04-14 11:38:33 UTC

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