Bulletin from the extraordinary general meeting on 7 January 2025 in PEPTONIC medical AB

The extraordinary general meeting of PEPTONIC medical AB, reg. no. 556776-3064 (the “Company”), was held today on 7 January 2025. The meeting resolved, with the required majority, in accordance with all proposed resolutions. Below is a summary of the main resolutions that were passed.

Election of a new board member                   

The meeting resolved to elect Jakob Ericsson as a new ordinary board member, for the period until the end of the 2025 annual general meeting. The board of directors thus consists of Anders Blom, Daniel Rudeklint, Tarek Shoeb and Jacob Eriksson.

Jacob Eriksson: Jacob Eriksson is CEO of Hunter Capital AB and has extensive experience in e-commerce and entrepreneurship. He brings to the Company strategic expertise in e-commerce and consumer marketing with a focus on digital channels - areas that are central to the Company's continued expansion.

Resolution to reduce the share capital for allocation to non-restricted equity without cancellation of shares (number 1)

In order to reduce the quota value of the shares and to enable the rights issue of units decided by the board of directors on 28 November 2024 (the “Rights Issue”), subject to the subsequent approval of the general meeting, the meeting resolved to reduce the share capital by SEK 13,822,327.8136. The reduction is carried out for allocation to non-restricted equity without cancellation of shares. After the reduction, the Company's share capital will amount to SEK 26,492,793.8644 divided into 5,759,303,014 shares (before the Rights Issue as set out below), each share with a quota value of SEK 0.0046.

The resolution on the reduction of the share capital can be implemented without obtaining the authorisation of the Swedish Companies Registration Office, as the resolution was conditional upon the meeting also approving the Board of Directors' resolution on the Rights Issue, through which the share capital is increased by a minimum of approximately SEK 15,908,716.59 and a maximum of approximately SEK 26,492,793.8. Neither the Company's restricted equity nor its share capital will thus decrease.

Approval of the Board of Directors' resolution of 28 November 2024 on a rights issue of units

The meeting approved the board of directors' resolution of 28 November 2024 on a Rights Issue of a maximum of 115,186,060 units, containing fifty (50) shares per unit. The right to subscribe for units shall, with preferential rights, be granted to those who are registered as shareholders in the Company on the record date for the Rights Issue, whereby holding one (1) share entitles to one (1) unit right. Fifty (50) unit rights entitle to subscription of one (1) unit. Each unit contains fifty (50) shares. Through the Rights Issue, the Company's share capital may be increased by a maximum of SEK 26,492,793.8 through the issue of a maximum of 5,759,303,000 shares. Subscription of units takes place during the period from 13 January 2025 up to and including 27 January 2025. The subscription price amounts to SEK 0.23 per unit, corresponding to SEK 0.0046 per share.

Resolution on amendment of the articles of association (number 1)

The Meeting resolved to amend the limits of the Articles of Association regarding the share capital and the number of shares as set out below.

Resolution on reduction of the share capital for allocation to non-restricted equity without cancellation of shares (number 2)

The meeting resolved, for the purpose of increasing the Company's working capital and creating an appropriate quota value for the Company's share, on a reduction of the Company's share capital by a maximum of SEK 53,114,111.3880 for allocation to non-restricted equity. The reduction may be carried out without cancellation of shares and to such an extent within the framework of the maximum reduction amount that the quota value of the share changes to SEK 0.0001 per share.

In order for the share capital reduction to take place to the maximum reduction amount of SEK 53,114,111.3880, it is required, inter alia, that the Rights Issue is fully subscribed and that all guarantors choose full compensation in shares. Under such conditions, the Company's share capital before the share capital reduction is estimated to amount to SEK 54,294,424.9744 divided into 11,803,135,864 shares and after the share capital reduction to SEK 1,180,313.5864 divided into the same number of shares.

Resolution on a) amendment of the Articles of Association (number 2) and b) reverse share split

The meeting resolved to amend the limits of the articles of association regarding the number of shares as set out below.

*Subject to the outcome of the Rights Issue and that the limits may need to be adjusted in order to enable registration with the Swedish Companies Registration Office.

In order to achieve a number of shares appropriate for the Company, the meeting further resolved on a reverse share split of the Company's shares (1:1000), whereby the number of shares in the Company is reduced by combining one thousand (1,000) shares into one (1) share.

The shareholder Maida Vale Capital AB (“Maida Vale”) has undertaken to allocate shares to those shareholders whose number of shares is not evenly divisible by 1,000. This means that at the time of the reverse share split, all shareholders will hold shares corresponding to a whole number of new shares and there will be no excess shares (so-called fractions). Maida Vale has also undertaken to round down, if necessary, its remaining shareholding in the Company to the nearest number evenly divisible by 1,000.

The meeting authorised the board of directors to determine the record date for the reverse share split, to occur after the resolution has been registered with the Swedish Companies Registration Office. In connection with the determination of the record date for the reverse share split, the board of directors will publish the resolution, including further information on the procedure for the reverse share split.

For complete terms and conditions regarding the resolutions of the extraordinary general meeting, please see the previously published notice to the meeting, and the Company's website https://www.peptonicmedical.se/investerare/.

For further information, please contact:                                                         

Anna Linton, VD Peptonic Medical AB
Email: anna.linton@peptonicmedical.se
Telefon:  +46 70-244 92 07

About Peptonic Medical AB                                                                                                                 

PEPTONIC medical AB (publ) is a pioneering Swedish medical device company, focused on the development and sale of clinically proven self-care treatments and self-diagnostic tests in the field of women's intimate health. The product portfolio is marketed under the brands VagiVital and Vernivia. The company aim to revolutionize intimate self-care by providing women a unique comprehensive solution to independently diagnose, treat, and prevent medical conditions in the intimate area. A key pillar of Peptonic's growth strategy is the geographic expansion of VagiVital and Vernivia in the U.S. and Europe. The company also seeks to continuously expand its product portfolio through acquisitions and in-house product development.

Peptonic Medical is headquartered in Stockholm, Sweden, and operates a subsidiary, Common Sense Marketing Inc, in the U.S. Founded in 2009, Peptonic Medical has been listed on the Spotlight Stock Market since 2014.