Axentia Group AB (publ) announces results from the tender offer and gives notice for conditional early redemption

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS (INCLUDING, BUT NOT LIMITED TO PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OF AMERICA OR THE DISTRICT OF COLUMBIA (THE UNITED STATES) OR TO ANY U.S. PERSON OR IN OR INTO ANY OTHER JURISDICTION OR TO ANY OTHER PERSON WHERE OR TO WHOM IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS DOCUMENT.

On 4 May 2026 the Company announced a tender offer (the "Tender Offer") in respect of the Company's outstanding senior secured callable floating rate bonds 2024/2028 with ISIN SE0022060711 (the "Existing Bonds"). The Tender Offer expired at 14:00 CEST on 8 May 2026 and was made in accordance with the terms and conditions set out in the tender information document dated 4 May 2026. The Company has received tenders in a total nominal amount of EUR 33 million and intends to accept all tender instructions received. The Company intends to complete the Tender Offer, with the price for the Existing Bonds set at 102.50 per cent. of the nominal amount plus accrued but unpaid interest. Settlement for the Tender Offer is expected to occur on or about 18 May 2026. For more information about the Tender Offer, please contact the dealer managers, DNB Carnegie Investment Bank AB (publ) and Skandinaviska Enskilda Banken AB (publ).

Furthermore, the Company has today sent a conditional notice for early redemption (the "Notice") to each person registered in the debt register (Sw. skuldbok) with respect to the Existing Bonds.

The redemption date for the Existing Bonds will, subject to the satisfaction or waiver of the Condition (as defined below) or extension of the notice period, be 28 May 2026 (the "Redemption Date"). The Existing Bonds will be redeemed at an amount equal to 102.50 per cent. of the nominal amount (i.e. EUR 102,500 per Existing Bond) plus accrued but unpaid interest up to and including the Redemption Date. The redemption amount will be disbursed to each person who is registered on a securities account as a direct registered owner (Sw. direktregistrerad ägare) or an authorised nominee (Sw. förvaltare) with respect to an Existing Bond at end of business on 21 May 2026 (the "Record Date") in the debt register (Sw. skuldbok) maintained by the CSD.

The repurchase and redemption of the Existing Bonds described herein is, in all respects, subject to and conditional upon the successful settlement of the issue of the senior secured callable floating rate bonds in an amount of EUR 110 million announced by the Company on 7 May 2026 (the "Condition"), and the Company shall not, and shall have no obligation to, repurchase and/or redeem any of the Existing Bonds pursuant to the Tender Offer and Notice unless the Condition has been satisfied or waived. The Company will notify the holders of Existing Bonds of the satisfaction or waiver of the Condition, or the extension of the notice period, through a press release no later than 20 May 2026.

If the Condition is satisfied or waived, the Existing Bonds will be de-listed from Nasdaq Stockholm on or prior to the Redemption Date.

DNB Carnegie Investment Bank AB (publ) acted as sole global coordinator and joint bookrunner and Skandinaviska Enskilda Banken AB (publ) acted as joint bookrunner. White & Case acted as legal advisor to Axentia and Gernandt & Danielsson Advokatbyrå acted as legal advisor to DNB Carnegie Investment Bank AB (publ) and Skandinaviska Enskilda Banken AB (publ).

For further information please contact:
Dick Ollas, President & CEO
E-mail: do@axentia.se
Telephone: +46 (0)13 32 85 30

Johanna Klint, CFO
E-mail: jk@axentia.se
Telephone: +46 (0)76 063 24 57

About Axentia
Axentia is a Swedish company and global supplier of end-to-end real-time information for public transport, uniting a cloud-native Transit Intelligence platform with ultra-low-power, battery-powered bus stop displays. We create opportunities for both society and people to move forward – with cost-effective, sustainable products and system solutions. For more information, visit www.axentia.se.