STOCKHOLM, SE / ACCESS Newswire / December 9, 2025 / Bambuser AB (STO:BUSER)(FRA:5JL) - At the Extraordinary General Meeting (the "EGM") in Bambuser AB, reg. no. 556731-3126, (the "Company"), on 9 December 2025, the EGM adopted, inter alia, the following resolutions. For more detailed information regarding the contents of the resolutions, please refer to the notice to the EGM and the complete proposals, which have previously been published and are available on the Company's website, https://ir.bambuser.com/corporate-governance/general-meeting.
Resolution on issue of equalization shares, amendment of the articles of association (shares and share capital) and reverse share split
The EGM resolved, in accordance with the board of director's proposal, on a reverse share split whereby thirty (30) existing shares shall be consolidated into one (1) new share (consolidation ratio 30:1). The purpose for the reverse share split is to achieve an, for the Company, appropriate number of shares.
In order to enable the reverse share split and achieve a total number of shares in the Company that is evenly divisible by the consolidation ratio, the EGM resolved on a new issue of a maximum of 15 shares, entailing an increase in the share capital of a maximum of SEK 0.75. The subscription price is SEK 0.05, corresponding to the quota value of the share. The right to subscribe for the new shares shall vest in Bergs Securities AB. It is noted that Bergs Securities AB has undertaken to, free of charge, transfer the shares subscribed for, to shareholders who, on the record date for the reverse share split, does not hold a number of shares that is evenly divisible by 30.
Furthermore, the EGM resolved, in order to enable the reverse share split and otherwise adjust the limits for share capital and number of shares, to amend §§ 4-5 of the articles of association meaning that the share capital shall be not less than SEK 10,500,000 and not more than SEK 42,000,000 and the number of shares shall be not less than 7,000,000 and not more than 28,000,000, as well as some minor editorial changes.
After completion of the reverse share split, the number of shares in the Company will decrease by 204,194,220, from 211,235,400 (after completion of the new issue of 15 shares above) to 7,041,180. The reverse share split will simultaneously result in an increase of the share's quota value from SEK 0.05 to SEK 1.5.
A shareholder who, on the record date, does not hold a number of shares that is evenly divisible by 30 will, from Muirfield Invest Aktiebolag and/or Bergs Securities AB, free of charge and through Euroclear Sweden AB's agency, receive the number of shares so that the shareholder's holding becomes evenly divisible by 30 (so-called rounding up). With regard to Bergs Securities AB, as stated above, the undertaking is limited to the 15 shares that Bergs Securities subscribes for in the issue of equalization shares in accordance with above, while Muirfield invest shall be responsible for the transfer of the remaining shares.
Furthermore, the EGM resolved to authorize the board of directors to determine the record date for the reverse share split. The record date may not occur before the resolution of the reverse share split has been registered with the Swedish Companies Registration Office. Further information about the reverse share split will be published in a separate press release in connection with the determination of the record date.
Resolution on new issue of shares with preferential rights for existing shareholders
The EGM resolved, in accordance with the board of director's proposal, on new issue of a maximum of 1,005,882 shares with preferential rights for existing shareholders, resulting in an increase of the share capital of a maximum of SEK 1,508,823 (based on the share structure after completion of the reverse share split). The right to subscribe for shares shall, with preferential rights for existing shareholders, be granted to those who are registered as shareholders in the Company on the record date on 14 January 2026. For each existing share in the Company, one (1) subscription right is obtained. Seven (7) subscription rights entitle the holder to subscribe for one (1) new share. Subscription of shares can also be made without subscription rights. The subscription period runs from and including Friday, 16 January 2026 up to and including Friday, 30 January 2026. The subscription price per new share is SEK 15.90.
As previously communicated, it is noted that the rights issue is fully secured through subscription commitments and guarantee commitments. No commission is paid for the subscription and/or guarantee commitments.
Upon full subscription in the rights issue, the Company will receive approximately SEK 16 million before deductions for transaction costs. The transaction costs consist solely of costs to legal advisors, given that no commission is paid for subscription and/or guarantee commitments and that the Company has not engaged any financial advisors. The transaction costs are therefore considered to be marginal.
It was noted that if the rights issue is oversubscribed, the board of directors may decide to increase the issue amount through an over-allotment issue of up to approximately SEK 10 million, based on the authorization from the annual general meeting on 2 June 2025. Any over-allotment issue will be communicated separately in connection with the outcome of the rights issue.
Resolution on a directed compensation issue to Muirfield Invest Aktiebolag
The EGM resolved, in accordance with the board of director's proposal, on a directed compensation issue to Muirfield Invest Aktiebolag, of a maximum of 15,000 shares, entailing an increase in the share capital of a maximum of SEK 22,500 (based on the share structure after completion of the reverse share split). Muirfield Invest Aktiebolag shall be entitled to subscribe for the number of shares that Muirfield Invest Aktiebolag transferred to other shareholders, free of charge, in order to enable the reverse share split, re-calculated based on the reverse share split. The subscription price amounts to SEK 1.5 per share, corresponding to the quota value of the share after completion of the reverse share split. Subscription through payment for the newly-issued shares shall take place after completion of the reverse share split, and no later than on 28 February 2026.
The reason for the deviation from shareholders' preferential rights and the reason for the subscription price corresponding to the quota value of the share is that the new issue is being carried out in order to compensate Muirfield Invest Aktiebolag for the shares that they have transferred to other shareholders in order to carry out the reverse share split.
Contact information:
Corporate Communications, Bambuser AB
Jonas Lagerström, CFO/COO | +46 70 511 54 98 | ir@bambuser.com
Certified Adviser
DNB Carnegie Investment Bank AB
+46 73 856 42 65 | certifiedadviser@carnegie.se
About Bambuser
Bambuser is the world's leading video commerce company, with the largest customer base in its industry. Trusted by more than 250 brands, Bambuser's international streaming services are available in 240 countries.
Bambuser is truly global with headquarters in Stockholm and offices in New York, London, Paris, Tokyo, and Turku, and with a passionate team speaking more than 30 languages. Founded in 2007 as a livestreaming pioneer, trusted by the world's leading news agencies, Bambuser pivoted to Live Shopping in 2020, leveraging its legacy as the industry leader in video-first technology.
Attachments
Report from the Extraordinary General Meeting in Bambuser AB on 9 December 2025
SOURCE: Bambuser AB
View the original press release on ACCESS Newswire:
https://www.accessnewswire.com/newsroom/en/computers-technology-and-internet/report-from-the-extraordinary-general-meeting-in-bambuser-ab-on-9-1115852