Divio Technologies AB announces outcome of rights issue of shares and raises approximately SEK 15.5 million

About the Rights Issue
The subscription period for the Rights Issue took place between October 29, 2024, and November 12, 2024. Shareholders in the Company received one subscription right per share held on the record date of October 25, 2024. Thirteen (13) subscription rights granted the holder preferential right when subscribing for nine (9) new shares in Divio of series B. The subscription price in the Rights Issue was SEK 0.12 per new series B share, and the total issue volume amounted to approximately SEK 15.5 million.

Outcome of the Rights Issue
93,469,590 shares of series B, corresponding to approximately 72.5 percent of the Rights Issue, were subscribed for with support of subscription rights. Additionally, 3,264,594 shares of series B, corresponding to approximately 2.5 percent of the Rights Issue, were subscribed for without support of subscription rights. In total, subscriptions with and without support of subscription rights correspond to approximately 75.0 percent of the Rights Issue.

The Rights Issue was in advance fully covered by subscription commitments and guarantee commitments in three tranches. Guarantee commitments in guarantee tranche 2 and 3, have as a result of the outcome, been partially respectively fully activated for subscription of the remaining 32,166,660 series B shares (corresponding to 25 percent) to achieve full subscription.

Through the Rights Issue, Divio will receive approximately SEK 15.5 million before issue related costs. Net cash proceeds are estimated to approximately SEK 12.1 million,

Notification of Allocation
Allocation of shares has been made in accordance with the allocation principles specified in the memorandum published on October 22, 2024. Notification of allocation to investors who subscribed for shares without the support of subscription rights is expected to be distributed on November 14, 2024. Subscribed and allocated shares must be paid for in cash in accordance with the instructions provided in the settlement note. Investors who have subscribed for shares through a custodian will receive notification of allocation according to the respective custodian's procedures. Only those who have been allocated shares will be notified.

Trading in BTA
Paid subscribed shares (“BTA”) will be trading on Nasdaq First North Stockholm and until the Rights Issue has been registered with the Swedish Companies Registration Office (Sv. “Bolagsverket”). BTA’s will be converted into shares when registration of the Rights Issue is completed with Bolagsverket. The final day of trading in BTA is estimated to take place during week 49.

Possible directed issue to guarantors
Guarantors in guarantee tranche 3 have the option to receive shares as compensation for their guarantee commitments through a directed issue.

The Company intends to announce whether such a directed issue will be carried out without the coming days.

Number of Shares and Share Capital
Through the Rights Issue and including activated guarantee commitments, the number of shares in Divio will increase by 128,900,844 shares of series B, from a total of 186,190,114 shares of series A and B combined, to a total of 315,090,958 series A and B shares. The Company's share capital will increase by SEK 12,890,084.40, from SEK 18,619,011.40 to SEK 31,509,095.80. Shareholders who did not participate in the Rights Issue will experience a dilution effect of approximately 40.1 percent to number of votes and 40.9 percent to the capital in the Company.

Once the new shares are registered with the Swedish Companies Registration Office, the number of shares in Divio will amount to 315,090,958 shares, of which 750,000 shares are of series A and 314,340,958 are of series B. The share capital in the Company will amount to SEK 31,509,095.80.

Advisors
In connection with the Rights Issue, Divio has assigned Sedermera Corporate Finance AB as financial advisor, Eversheds Sutherland Advokatbyrå AB as legal advisor and Nordic Issuing AB as issuing agent.

For more information about the Rights Issue, please contact:
Sedermera Corporate Finance AB
Phone: +46 (0)40 615 14 10
E-mail: cf@sedermera.se
www.sedermera.se

For further information about the Company, please contact:
Jon Levin, CEO Divio Technologies AB
Phone: +46 (0)73 244 70 66
E-mail: jon.levin@divio.ch

Certified Adviser
FNCA Sweden AB
Phone: +46 (0)8 528 00 399
E-mail: info@fnca.se

This press release is an English translation of the Swedish original. In the event of any discrepancies, the Swedish version shall govern.

Important information
This press release does not constitute an offer to acquire, subscribe to, or otherwise trade in shares, warrants, subscription rights, paid subscribed shares (BTA), or other securities in Divio Technologies AB. Investors should not subscribe to or acquire any securities except on the basis of the information in the published memorandum. No actions have been taken, nor will any actions be taken, to permit a public offering in any jurisdictions other than Sweden.

This press release may not be released, published, or distributed, directly or indirectly, in or into the United States, Australia, Hong Kong, Japan, Canada, New Zealand, Switzerland, Singapore, South Africa, South Korea, Russia, Belarus, or any other jurisdiction where such distribution would be unlawful. This press release also does not constitute an offer to sell new shares, warrants, subscription rights, BTA, or other securities to any person in a jurisdiction where it would not be permitted to make such an offer or where such actions would require a prospectus, additional registration, or other measures beyond those required by Swedish law. The memorandum, application form, and other documents related to the Rights Issue may not be distributed in or into any country where such distribution or the Rights Issue would require actions as outlined in the previous sentence or where it would violate the regulations of such a country. Actions in violation of this instruction may constitute a breach of applicable securities laws.

No shares, warrants, subscription rights, BTA, or other securities have been registered or will be registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state or other jurisdiction in the United States, and may not be offered, subscribed, exercised, pledged, sold, resold, allotted, delivered, or otherwise transferred, directly or indirectly, in or into the United States, except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with the securities laws of the relevant state or other jurisdiction in the United States.

This press release may contain certain forward-looking information reflecting the Company’s current view of future events as well as financial and operational developments. Terms such as "intends," "assesses," "expects," "may," "plans," "believes," "estimates," and other expressions indicating or predicting future developments or trends, which are not based on historical facts, constitute forward-looking information. Forward-looking information is inherently associated with both known and unknown risks and uncertainties, as it depends on future events and circumstances. Forward-looking information does not guarantee future performance or development, and actual outcomes may differ significantly from those stated in the forward-looking information. Neither the Company nor any other party undertakes to review, update, confirm, or publicly announce any revisions to any forward-looking statements to reflect events occurring or circumstances arising concerning the content of this press release, unless required by law or the Nasdaq First North Growth Market rulebook.