At the Extra General Meeting of Corem Property Group AB (publ) ("Corem" or the "Company") on 21 July 2025 (the "EGM"), the following decisions were made.
For more detailed information on the content of the resolutions, please refer to the notice convening the EGM and the Board of Directors' complete proposals to resolutions. The notice convening the EGM and the Board of Directors' complete proposals to resolutions are available on the Company's website, www.corem.se.
The EGM decided to approve the Board of Directors' resolution on a new share issue of ordinary shares of Class B with deviation from the shareholders' preferential rights in accordance with the Board of Directors' proposal.
As communicated on 10 June 2025, the Board of Directors of Corem resolved on 10 June 2025 on a directed share issue of in total 192,000,000 ordinary shares of Class B. According to the resolution by the Board of Directors, the directed issue shall be carried out through two separate resolutions on share issues, partly as a directed issue of 110,032,787 ordinary shares of Class B, pursuant to the authorisation to issue shares granted by the Annual General Meeting held on 23 April 2025, through an accelerated book-building procedure targeting Swedish and international institutional and other professional investors ("Tranche 1"), and partly as a directed issue of 81,967,213 ordinary shares of Class B, subject to the subsequent approval of an extraordinary general meeting of the Company, directed to the Company's largest shareholder M2 Asset Management AB (publ) ("Tranche 2").
The issue resolution in Tranche 2 has today been approved by the EGM of Corem. The subscription price in both directed issues was based upon the accelerated book-building procedure carried out by Nordea Bank Abp, filial i Sverige. The subscription price in the share issue in Tranche 1 was SEK 4.9 per ordinary share of Class B. By virtue of the dividend with record date on 30 June 2025, and which has accrued to the participants in Tranche 1, the subscription price per ordinary share of Class B in the share issue in Tranche 2 has been adjusted downwards by an amount corresponding to the dividend amount per ordinary share of Class B, that is, 0.02 SEK per ordinary share of Class B. Since the subscription price has been determined through an accelerated book-building procedure and, as far as Tranche 2 is concerned, has been adjusted by a deduction of the dividend amount attributable to each ordinary share of Class B on the record date of 30 June 2025 as resolved by the Annual General Meeting on 23 April 2025, the Board of Directors has assessed that the subscription price reflects current market conditions and demand and is therefore on market terms.
The share issue in Tranche 2 approved by the EGM entails an increase of the Company's share capital by a maximum of SEK 163,934,426 through a new share issue of a maximum of 81,967,213 ordinary shares of Class B.
The Company's Board of Directors has made an overall assessment and carefully considered the possibility of raising capital through a new share issue with preferential rights for the Company's shareholders. The Board of Directors has considered that the reasons for deviating from the shareholders' preferential rights are (i) that a rights issue would take a significantly longer time to complete and entail a higher risk for an adverse effect on the share price, particularly in light of the current market volatility and the challenging market conditions, (ii) that the participation in the new share issue by the Company's largest shareholder has had a positive impact on the possibility of simultaneously carrying out the new share issue of 110,032,787 ordinary shares of Class B directed to Swedish and International institutional and other professional investors, and (iii) to carry out a directed issue can be made at lower costs and with less complexity than a rights issue. Furthermore, the reason for including the existing shareholder M2 Asset Management AB (publ) as entitled to subscribe is that the shareholder in question has expressed and shown interest in long-term ownership in the Company, which the Board of Directors has considered creates security, stability and favorable conditions for the Company's growth and has thus been deemed to be beneficial to both the Company and all shareholders.
Considering the above, the Board of Directors has made the assessment that a directed issue of ordinary shares of Class B with deviation from the shareholders' preferential rights is the most favorable alternative for the Company to carry out the capital raise and is in the best interests of all shareholders. The Board of Directors has therefore considered that the reasons for the directed issue outweigh the main rule that new issues should be carried out with preferential rights for the shareholders.
The EGM also decided to amend the Company's Articles of Association in accordance with the Board of Directors' proposal, adjusting the limits on the Company's share capital and number of shares.
The EGM decided, in accordance with the Board of Directors' proposal, to authorise the Board of Directors to, on one or more occasions, during the period until the next Annual General Meeting, decide on issues of new ordinary shares of Class A, and/or Class B, and/or Class D, and/or preference shares, with or without deviation from the shareholders' preferential rights. The number of shares issued pursuant to the authorisation may correspond to an increase in the share capital of no more than ten (10) per cent, based on the total share capital of the Company at the time of the EGM on 21 July 2025.
The EGM also decided to confirm the 2025 Annual General Meeting's resolution on the allocation of the Company's profits in accordance with the Board of Directors' proposal.
Corem Property Group AB (publ)
For further information, please contact:
Patrik Essehorn, Chairman of the Board of Directors, +46 70 882 03 75, patrik.essehorn@walthon.se
Eva Landén, Deputy CEO, +46 10 482 76 50, eva.landen@corem.se
Corem Property Group AB (publ)
Address: P.O. Box 56085, SE-102 17 Stockholm
Visitors: Riddargatan 13 C
Reg.no: 556463-9440
www.corem.se
This press release is in all respects a translation of the Swedish original press release. In the event of any discrepancies between this translation and the Swedish original, the latter shall prevail.
Corem Property Group is a real estate company that in a sustainable way owns, manages and develops commercial properties in urban and growth areas. Corem Property Group is listed on Nasdaq Stockholm, Large Cap.