Correction: Incorrect date for the last day of trading in paid subscribed shares in previous press release. DistIT announces final outcome in the rights issue

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, THE UNITED KINGDOM, AUSTRALIA, CANADA, BELARUS, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE’S REPUBLIC OF CHINA, JAPAN, RUSSIA, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE SUCH PUBLICATION, DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURES. PLEASE SEE “IMPORTANT INFORMATION” AT THE END OF THE PRESS RELEASE.

DistIT AB issues a correction to the press release published on July 4, 2025 at 13:30 CEST. The correction refers to that the date for the last day of trading in paid subscribed shares was incorrectly stated to be expected around July 9, 2025. The correct date is July 16, 2025. The corrected press release is included below.

On May 13, 2025, DistIT AB (publ) ("DistIT" or "Company") announced that the Board of Directors had resolved to carry out an issue of shares corresponding to a maximum of approximately SEK 168 million with preferential rights for the Company’s existing shareholders ("Rights Issue"). The Rights Issue was secured to 81.4 percent of the total issue proceeds, corresponding to approximately SEK 137 million, through undertakings from the Company’s bondholders ("Bondholders") to carry out a debt conversion. The Board of Directors’ resolution on the Rights Issue was approved by an extraordinary general meeting held on June 12, 2025. DistIT hereby announces the final outcome of the Rights Issue. A total of 283,812,679 shares, corresponding to approximately 84.22 percent of the Rights Issue, were subscribed for with and without subscription rights. The Rights Issue will provide the Company with proceeds of approximately SEK 4.8 million before deduction of issue costs and, in addition, set-off of debt to the Bondholders of approximately SEK 137 million will take place.

Final outcome
A maximum of 336,971,184 shares were offered in the Rights Issue at a subscription price of SEK 0.50 per share. A total of 9,279,464 new shares, corresponding to approximately 3 percent of the Rights Issue, were subscribed for with subscription rights. Additionally, 220,715 shares were subscribed for without subscription rights, corresponding to approximately 0.06 percent of the Rights Issue. Furthermore, 274,312,500 shares, corresponding to approximately 81.4 percent of the Rights Issue, were subscribed for by the Bondholders.

The Bondholders’ allocation of the subscribed shares is made through set-off against up to 50 percent of the nominal amount per bond, based on the final redemption price of 105 percent of the nominal amount. The Rights Issue will provide the Company with proceeds of approximately SEK 4.8 million before deduction of issue costs and, in addition, set-off of debt to the Bondholders of approximately SEK 137 million will take place.

Notice of allotment
The allotment of a total of 274,533,215 shares subscribed for without subscription rights has been carried out in accordance with the allotment principles set out in the information document that has been prepared by the Company in connection with Rights Issue, which was published on June 13, 2025. As confirmation of allotment of shares subscribed for without subscription rights, a contract note will be sent. Subscribed and allotted shares must be paid in cash in accordance with the instructions in the contract note. Nominee-registered shareholders will receive notice of allotment and payment in accordance with the procedures of the nominee.

Trading in paid subscribed
Trading in the paid subscribed shares (Sw. BTA) takes place on Nasdaq First North Premier Growth Market until the Rights Issue has been registered with the Swedish Companies Registration Office. The last day of trading in paid subscribed shares is expected to be around July 16, 2025.

Number of shares and share capital
Following the Rights Issue, and after registration of the resolved reduction of the share capital, DistIT’s share capital will increase by 56,762,535.8 SEK, from SEK 5,616,186.40 to SEK 62,378,722.2 and the number of shares in DistIT will increase by 283,812,679 new shares, from 28,080,932 shares to 311, 893,611 shares, corresponding to a dilution effect of approximately 91 percent of the total number of shares and votes in the Company.

Advisors
ABG Sundal Collier is acting as financial advisor and Advokatfirma DLA Piper Sweden KB is acting as legal advisor in connection with the Rights Issue.

DistIT announces final outcome in the rights issue

Final outcome
A maximum of 336,971,184 shares were offered in the Rights Issue at a subscription price of SEK 0.50 per share. A total of 9,279,464 new shares, corresponding to approximately 3 percent of the Rights Issue, were subscribed for with subscription rights. Additionally, 220,715 shares were subscribed for without subscription rights, corresponding to approximately 0.06 percent of the Rights Issue. Furthermore, 274,312,500 shares, corresponding to approximately 81.4 percent of the Rights issue, were subscribed for by the Bondholders.

Advisors
ABG Sundal Collier is acting as financial advisor and Advokatfirma DLA Piper Sweden KB is acting as legal advisor in connection with the Rights Issue.

Important information

This press release and the information herein is not for release, distribution or publication, in whole or in part, directly or indirectly, in or into the United States, the United Kingdom, Australia, Canada, the Hong Kong Special Administrative Region of the People’s Republic of China, Japan, South Africa, or any other state or jurisdiction in which such release, distribution or publication would be unlawful or require registration or any other measures in accordance with applicable law.
None of the securities referred to herein (collectively, the “Securities”) have been 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, pledged, sold, delivered or otherwise transferred, directly or indirectly, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Company does not intend to register any of the Securities in the United States or to conduct a public offering of the Securities in the United States.
This announcement does not constitute an offer of securities to the public in the United Kingdom. No prospectus has been or will be registered in the United Kingdom in respect of the Securities. In the United Kingdom, this press release is being distributed to and is directed only at “investment professionals” falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), or high net worth companies and other persons to whom the information may lawfully be communicated, falling within Article 49(2)(a) to (e) of the Order (all such persons together being referred to as “Relevant Persons”). Any investment activity to which this communication relates will only be available to and will only be engaged with, Relevant Persons. Any person who is not a Relevant Person should not act or rely on this press release or any of its contents.
In the EEA Member States, with the exception of Sweden (each such EEA Member State, a “Relevant State“), this press release and the information contained herein are intended only for and directed to qualified investors as defined in Article 2 (e) of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (the “Prospectus Regulation”). The Securities are not intended to be offered to the public in any Relevant State and are only available to qualified investors except in accordance with exceptions in the Prospectus Regulation. Persons in any Relevant State who are not qualified investors should not take any actions based on this press release, nor rely on it.
This press release is not a prospectus for the purposes of the Prospectus Regulation and has not been approved by any regulatory authority in any jurisdiction. No prospectus will be prepared in connection with the Rights Issue. The Company will prepare and publish a disclosure document in the form prescribed by Regulation (EU) 2024/2809 ("Listing Act") Annex IX.
The press release is for informational purposes only and does not constitute an offer to sell or issue, or the solicitation of an offer to buy or acquire, or subscribe for, any securities or any other financial instruments in the Company. Any offer in respect of any of the Securities will only be made through the disclosure document that the Company expects to publish in due course. Offers will not be made to, and application forms will not be approved from, subscribers (including shareholders), or persons acting on behalf of subscribers, in any jurisdiction where applications for such subscription would contravene applicable laws or regulations, or would require additional prospectuses, filings, or other measures in addition to those required under Swedish law. Measures in violation of the restrictions may constitute a breach of relevant securities laws.
Forward-looking statements
This press release contains forward-looking statements that reflect the Company’s current view of future events as well as financial and operational development. Words such as “intend”, “assess”, “expect”, “may”, “plan”, “estimate” and other expressions involving indications or predictions regarding future development or trends, not based on historical facts, identify forward-looking statements and reflect the Company’s beliefs and expectations and involve a number of risks, uncertainties and assumptions which could cause actual events and performance to differ materially from any expected future events or performance expressed or implied by the forward-looking statement. The information contained in this press release is subject to change without notice and, except as required by applicable law, the Company does not assume any responsibility or obligation to update publicly or review any of the forward-looking statements contained in it and nor does it intend to. You should not place undue reliance on forward-looking statements, which speak only as of the date of this press release. As a result of these risks, uncertainties and assumptions, you should not place undue reliance on these forward-looking statements as a prediction of actual future events or otherwise.
This announcement does not constitute an investment recommendation. The price and value of Securities and any income from them can go down as well as up and you could lose your entire investment. Past performance is not a guide to future performance. Information in this announcement cannot be relied upon as a guide to future performance.

DistIT receives bondholder approval for implementation of recapitalisation

DistIT AB (publ) (“DistIT” or the “Company”) announces that the written procedure initiated by the Company on 13 May 2025 regarding its outstanding senior unsecured bonds, in order to obtain bondholders’ approval for the implementation of the previously announced principal agreement for the recapitalisation of the Company, has been successfully completed.

On 13 May 2025, the Company initiated a written procedure (the “Written Procedure”) regarding its outstanding senior unsecured corporate bonds with a maximum nominal amount of SEK 300 million and ISIN SE0015949359 (the “Bonds”), in order to obtain bondholder approval for the implementation of the previously announced principal agreement with certain bondholders concerning the recapitalisation of the Company.

A sufficient number of bondholders participated in the Written Procedure to form a quorum, and the requisite majority voted in favour of the Company’s request. Accordingly, the agent, Nordic Trustee & Agency AB (publ), has today concluded the Written Procedure. The amendments to the terms and conditions are effective as of today. The amended terms and conditions will be made available on the Company’s website.

"We are grateful for the constructive discussions with our bondholders and for their support. This is an important step in our plan to strengthen the company's financial position and create a stable platform." says Anders Bladh, Chair of the Board of DistIT.

As previously announced by the Company, a condition subsequent for the approval of the Written Procedure is that the rights issue announced by the Company on 13 May 2025 has been approved by the shareholders' meeting no later than 15 July 2025 and has been completed no later than 31 August 2025. An extraordinary general meeting regarding the rights issue will be held on 12 June 2025. Subject to the general meeting approving the rights issue, the outcome of the rights issue is preliminary expected to be announced on 7 July 2025.

ABG Sundal Collier acts as financial advisor to the Company in connection with the recapitalisation. Gernandt & Danielsson and DLA Piper act as legal advisors to the Company in connection with the recapitalisation.

For questions regarding the administration of the Written Procedure, please contact the Agent at voting.sweden@nordictrustee.com or +46 8 783 79 00.

DistIT receives bondholder approval for short-term extension

DistIT AB (publ) (“DistIT” or the “Company”) announces that the written procedure initiated by the Company on 28 April 2025 regarding, inter alia, a short-term extension of the maturity of its outstanding senior unsecured corporate bonds has been successfully completed. In parallel, a separate written procedure is ongoing to seek bondholder approval of the previously announced principal agreement for the recapitalisation of the Company.

On 28 April 2025, the Company initiated a written procedure (the “Written Procedure”) regarding its outstanding senior unsecured corporate bonds with a maximum nominal amount of SEK 300 million and ISIN SE0015949359 (the “Bonds”), in order to obtain bondholder approval for, among other things, an extension of the Bonds’ maturity to 2 June 2025, to enable final negotiations of a principal agreement with certain bondholders concerning the recapitalisation of the Company.
A sufficient number of bondholders participated in the Written Procedure to form a quorum, and the requisite majority voted in favour of the Company’s request. Accordingly, the agent, Nordic Trustee & Agency AB (publ), has today concluded the Written Procedure. The amended terms and conditions will be made available on the Company’s website. In connection with the extension of the Bonds’ maturity, the Company intends to postpone the last day of trading in the Bonds to 2 June 2025.

As previously announced on 13 May 2025, the Company has initiated a second and separate written procedure to obtain bondholder approval for the implementation of the recapitalisation of the Company in accordance with the previously communicated principal agreement. This ongoing written procedure is independent from the now completed written procedure relating to the short-term maturity extension. Bondholders who participated in the first written procedure are also required to vote in the second written procedure for their vote to be considered in the recapitalisation decision.

The second written procedure runs until 2 June 2025. However, it may be concluded earlier if the required majority is obtained prior to the expiry of the voting deadline. The outcome will be announced by the Company following the conclusion of the voting process.

For questions regarding the administration of the Written Procedure, please contact the Agent at voting.sweden@nordictrustee.com or +46 8 783 79 00.

DistIT initiates written procedure for implementation of recapitalisation

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, THE UNITED KINGDOM, AUSTRALIA, CANADA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE’S REPUBLIC OF CHINA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE SUCH PUBLICATION, DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURES. PLEASE SEE “IMPORTANT INFORMATION” AT THE END OF THE PRESS RELEASE.

DistIT AB (publ) (“DistIT” or the “Company”) announces that it is initiating a written procedure regarding its outstanding senior unsecured bonds, in order to obtain bondholders’ approval for the implementation of the previously announced principal agreement for the recapitalisation of the Company.

On 29 April 2025, the Company announced that it had reached a principal agreement with a group of major holders of the Bonds, regarding the Company’s outstanding senior unsecured corporate bonds with a maximum amount of SEK 300 million, ISIN SE0015949359 (the “Bonds”). The principal agreement includes a rights issue of approximately SEK 168 million and various amendments to the terms and conditions of the Bonds, with the objective of addressing the upcoming bond maturity, strengthening the Company’s liquidity, and establishing a long-term sustainable capital structure (the “Recapitalisation”).

In order to implement the Recapitalisation, the Company has requested that Nordic Trustee & Agency AB (publ) (the “Agent”), in its capacity as agent for the bondholders, issue a notice of Written Procedure to decide, among other things, on a mandatory debt-to-equity swap of up to 50% of the nominal amount of the Bonds in the above mentioned rights issue, an extension of the final maturity date of the Bonds to 19 May 2028, a right to defer interest payments and certain other amendments to the terms and conditions of the Bonds (the “Written Procedure”). The implementation of the requests set forth in the Written Procedure is subject to the approval by at least two-thirds of the votes cast in the Written Procedure. For more information about the Written Procedure and a more detailed description of the requests, reference is made to the notice of Written Procedure available on the respective websites of the Company and the Agent. For more information on the rights issue, please refer to the Company’s press release as of 13 May 2025.

The notice of the Written Procedure, including voting instructions, will be distributed to directly registered owners and registered nominees of the Bonds in accordance with the Company’s debt ledger maintained by Euroclear Sweden as of 12 May 2025. The notice will also be available on the respective websites of the Company and the Agent.
The outcome of the Written Procedure will be announced through a press release upon completion of the Written Procedure. The record date for voting in the Written Procedure is 20 May 2025, and the last date for voting is 2 June 2025. However, the Written Procedure may be concluded before the expiry of the voting period if the required majority has been obtained earlier.

For questions regarding the administration of the Written Procedure, please contact the Agent at voting.sweden@nordictrustee.com or +46 8 783 79 00.

Advisors

ABG Sundal Collier acts as financial advisor to the Company in connection with the Recapitalisation. Gernandt & Danielsson and DLA Piper act as legal advisors to the Company in connection with the Recapitalisation.

Important information

Correction: Incorrect MAR label in previous press release. DistIT resolves on a rights issue of shares of approximately SEK 168 million

DistIT AB issues a correction to the press release published on May 13, 2025 at 08:30 CEST. The correction refers to that the press release was incorrectly labelled with a MAR label with reference to the EU Market Abuse Regulation. The MAR label should not have been included. The corrected press release is included below.

The board of directors of DistIT AB ("DistIT" or the "Company") has today resolved to carry out a rights issue of shares corresponding to approximately SEK 168 million with preferential rights for the Company's existing shareholders (the "Rights Issue"). Provided that a written procedure (the "Written Procedure") regarding the Company's outstanding senior unsecured corporate bonds with a maximum amount of SEK 300 million ISIN SE0015949359 (the "Bonds") approves the Rights Issue, the Rights Issue will be secured to an amount of SEK 137,156,250, corresponding to approximately 81.4 percent of the total issue proceeds, by holders of the Company's Bonds ("Bondholders"). The Rights Issue is conditional upon approval by an extraordinary general meeting scheduled to be held on June 12, 2025 (the "Extraordinary General Meeting"). The notice to the Extraordinary General Meeting will be published by way of a separate press release.

Summary of the Rights Issue

The purpose of the Rights Issue is to manage the upcoming maturity of the Bonds, to strengthen the Company's liquidity situation and to establish a long-term sustainable capital structure for the Company.

Anyone who, on the record date of June 16, 2025, is registered as a shareholder in DistIT and is entitled to participate in the Rights Issue will receive twelve (12) subscription rights for each existing share. One (1) subscription right entitles the holder to subscribe for one (1) new share. The Rights Issue comprises a maximum of 336,971,184 shares and if the Rights Issue is fully subscribed, the Company's share capital will increase by SEK 67,394,236.8.

The subscription period runs from and including June 18, 2025 to and including July 2, 2025. The board of directors has the right to extend the subscription period, which, if applicable, will be announced by the Company by way of a press release no later than July 2, 2025. The board of directors also has the right to extend the time of payment.

The subscription price amounts to SEK 0.50 per share.

Trading in subscription rights will take place on Nasdaq First North Premier Growth Market during the period June 18, 2025 through June 27, 2025.

Assuming that the Rights Issue is fully subscribed, the Company will receive proceeds of approximately SEK 168 million before issue costs.

Shareholders who do not participate in the Rights Issue will have their shareholding diluted by up to 92.3 percent, but will have the opportunity to financially compensate for the dilution by selling their subscription rights.

As the Company announced on April 29, 2025, the Company has reached a principal agreement with a group of major Bondholders representing approximately 40 percent of the outstanding nominal amount under the Bonds. The principal agreement includes, inter alia, conditional upon the approval of the Written Procedure, that the agent under the Bonds ("Agent") undertakes, on behalf of the Bondholders, to subscribe for shares to an amount of SEK 137,156,250. Any allotment of the subscribed shares shall be made by way of set-off against up to 50 percent of the nominal amount per Bond, based on a final redemption price of 105 percent of the nominal amount (the "Debt Conversion"). The Debt Conversion is conditional upon the approval of at least two-thirds of the Bondholders that vote in the Written Procedure. The Company intends to initiate the Written Procedure no later than May 13, 2025 with the final voting day set to no later than June 2, 2025.

The board of directors' resolution on the Rights Issue is conditional upon approval at the Extraordinary General Meeting scheduled to be held on June 12, 2025

Background and motives

The Bonds mature on May 19, 2025. In order to manage the upcoming maturity and to establish a long-term sustainable capital structure for DistIT, the Company has reached a principle agreement, which includes, inter alia, the Rights Issue, with a group of major Bondholders representing approximately 40.2 percent of the outstanding nominal amount under the Bonds,. The purpose of the Rights Issue is thus to manage the upcoming maturity of the Bonds, to strengthen the Company's liquidity situation and to establish a long-term sustainable capital structure for the Company.

Upon full subscription of the Rights Issue, the Company will receive approximately SEK 168 million before deduction of issue costs, which are expected to amount to approximately SEK 7 million. The net proceeds thus amount to approximately SEK 161 million. In the event that the Written Procedure is approved (by at least two-thirds of the Bondholders that vote in the Written Procedure) and the Debt Conversion is completed, the payment of the subscription price will be made partially by way of set-off against up to 50 percent of the nominal amount per Bond, based on a final redemption price of 105 percent of the nominal amount.

The expected net proceeds will be used exclusively for the Company's ongoing operations, including redemption of part of the Bond to the extent that the cash net proceeds exceed SEK 31,329,342. In the event that the Rights Issue is not sufficiently subscribed, it is the Company's intention to seek alternative financing opportunities such as a new rights issue, a directed share issue or long-term loan financing from existing or new investors.

Terms of the rights issue

The board of directors' resolution on the Rights Issue is conditional upon approval at the Extraordinary General Meeting scheduled to be held on June 12, 2025. The notice to the Extraordinary General Meeting will be published by way of a separate press release.

Anyone who, on the record date of June 16, 2025, is registered as a shareholder in DistIT and is entitled to participate in the Rights Issue will receive twelve (12) subscription rights for each existing share. One (1) subscription right entitles the holder to subscribe for one (1) new share. The last day of trading in DistIT's shares including the right to participate in the Rights Issue is June 12, 2025.

In the event that not all shares are subscribed for by exercise of subscription rights, the board of directors shall resolve on the allotment of new shares on the following basis:

a) firstly to those who have subscribed for shares by exercising subscription rights and who wish to subscribe for additional shares (regardless of whether they were shareholders on the record date or not), pro rata in relation to their subscription with subscription rights, and, to the extent that this cannot be done, by drawing lots;

b) secondly, to others who have expressed an interest in subscribing for shares without subscription rights (and who are not covered by item a) above and are not Bondholders, in accordance with item c) below), pro rata in relation to their registered interest, and, to the extent that this cannot be done, by drawing lots; and

c) thirdly, to Bondholders, pro rata to their held Bonds, to the extent this is not possible, by drawing of lots.

The subscription period runs from and including June 18, 2025 to and including July 2, 2025. The board of directors has the right to extend the subscription period, which, if applicable, will be announced by the Company by way of a press release no later than July 2, 2025. The board of directors also has the right to extend the time of payment. Trading in subscription rights will take place on Nasdaq First North Premier Growth Market during the period June 18, 2025 through June 27, 2025. New shares entitle to dividends from the day the shares are entered in the share register at Euroclear Sweden AB.

The subscription price amounts to SEK 0.50 per share. The Rights Issue comprises a maximum of 336,971,184 shares and if the Rights Issue is fully subscribed, the Company's share capital will increase by SEK 67,394,236.8. Assuming that the Rights Issue is fully subscribed, the Company will receive proceeds of approximately SEK 168 million before issue costs.

In connection with the Rights Issue, the board of directors has resolved to propose that the Extraordinary General Meeting resolves to reduce the Company's share capital through a transfer to non-restricted equity, from SEK 56,161,864 to SEK 5,616,186.40 to enable the proposed number of newly issued shares at the subscription price in the Rights Issue. If the Rights Issue is fully subscribed and after completion of the reduction of the share capital, the Company's share capital will amount to SEK 73,010,423.20 and the number of shares to 365,052,116. If the Rights Issue is fully subscribed, this will result in a dilution effect of approximately 92.3 percent of the number of shares and votes for shareholders not participating in the Rights Issue.

Debt Conversion

Provided the approval of at least two-thirds of the Bondholders that vote in the Written Procedure, the Rights Issue will be secured to approximately 81.4 percent through the Bondholders' undertakings to carry out the Debt Conversion of approximately SEK 137,156,250. The Debt Conversion, should it become effective, shall be made by way of set-off against up to 50 percent of the nominal amount per Bond, based on a final redemption price of 105 percent of the nominal amount.

Information document

No prospectus will be prepared in connection with the Rights Issue. The Company will prepare and publish an information document in the form prescribed by Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC, as amended ("Prospectus Regulation"). The information document will be prepared in accordance with the requirements of Annex IX of the Prospectus Regulation. The information document is expected to be published on June 13, 2025.

Preliminary timetable for the Rights Issue

The following timetable for the Rights Issue is preliminary and may be subject to change.

Resolution on notice to an extraordinary general meeting	May 13, 2025
Extraordinary General Meeting to approve the Rights Issue, amendment of the articles of association and reduction of share capital	June 12, 2025
Last day of trading in the share, including the right to receive subscription rights	June 12, 2025
First day of trading in the share, excluding the right to receive subscription rights	June 13, 2025
Publication of information document	June 13, 2025
Record date for the right to receive subscription rights	June 16, 2025
Trading in subscription rights	June 18, 2025 – June 27, 2025
Subscription period	June 18, 2025 – July 2, 2025
Publication of the outcome of the Rights Issue	July 7, 2025

Advisors

ABG Sundal Collier is acting as financial advisor and Advokatfirma DLA Piper Sweden KB is acting as legal advisor in connection with the Rights Issue.

Important information

DistIT resolves on a rights issue of shares of approximately SEK 168 million

Summary of the Rights Issue

The purpose of the Rights Issue is to manage the upcoming maturity of the Bonds, to strengthen the Company's liquidity situation and to establish a long-term sustainable capital structure for the Company.

Anyone who, on the record date of June 16, 2025, is registered as a shareholder in DistIT and is entitled to participate in the Rights Issue will receive twelve (12) subscription rights for each existing share. One (1) subscription right entitles the holder to subscribe for one (1) new share. The Rights Issue comprises a maximum of 336,971,184 shares and if the Rights Issue is fully subscribed, the Company's share capital will increase by SEK 67,394,236.8.

The subscription period runs from and including June 18, 2025 to and including July 2, 2025. The board of directors has the right to extend the subscription period, which, if applicable, will be announced by the Company by way of a press release no later than July 2, 2025. The board of directors also has the right to extend the time of payment.

The subscription price amounts to SEK 0.50 per share.

Trading in subscription rights will take place on Nasdaq First North Premier Growth Market during the period June 18, 2025 through June 27, 2025.

Assuming that the Rights Issue is fully subscribed, the Company will receive proceeds of approximately SEK 168 million before issue costs.

Shareholders who do not participate in the Rights Issue will have their shareholding diluted by up to 92.3 percent, but will have the opportunity to financially compensate for the dilution by selling their subscription rights.

As the Company announced on April 29, 2025, the Company has reached a principal agreement with a group of major Bondholders representing approximately 40 percent of the outstanding nominal amount under the Bonds. The principal agreement includes, inter alia, conditional upon the approval of the Written Procedure, that the agent under the Bonds ("Agent") undertakes, on behalf of the Bondholders, to subscribe for shares to an amount of SEK 137,156,250. Any allotment of the subscribed shares shall be made by way of set-off against up to 50 percent of the nominal amount per Bond, based on a final redemption price of 105 percent of the nominal amount (the "Debt Conversion"). The Debt Conversion is conditional upon the approval of at least two-thirds of the Bondholders that vote in the Written Procedure. The Company intends to initiate the Written Procedure no later than May 13, 2025 with the final voting day set to no later than June 2, 2025.

The board of directors' resolution on the Rights Issue is conditional upon approval at the Extraordinary General Meeting scheduled to be held on June 12, 2025

Background and motives

Terms of the rights issue

In the event that not all shares are subscribed for by exercise of subscription rights, the board of directors shall resolve on the allotment of new shares on the following basis:

Debt Conversion

Information document

Preliminary timetable for the Rights Issue

The following timetable for the Rights Issue is preliminary and may be subject to change.

Resolution on notice to an extraordinary general meeting	May 13, 2025
Extraordinary General Meeting to approve the Rights Issue, amendment of the articles of association and reduction of share capital	June 12, 2025
Last day of trading in the share, including the right to receive subscription rights	June 12, 2025
First day of trading in the share, excluding the right to receive subscription rights	June 13, 2025
Publication of information document	June 13, 2025
Record date for the right to receive subscription rights	June 16, 2025
Trading in subscription rights	June 18, 2025 – June 27, 2025
Subscription period	June 18, 2025 – July 2, 2025
Publication of the outcome of the Rights Issue	July 7, 2025

Advisors

ABG Sundal Collier is acting as financial advisor and Advokatfirma DLA Piper Sweden KB is acting as legal advisor in connection with the Rights Issue.

Important information

DistIT AB (publ) completes the transfer of the majority of the assets of its wholly owned subsidiary Septon Holding AB

In accordance with the press release dated March 17, 2025, DistIT AB (publ) has entered into an agreement regarding the transfer of the majority of the assets of its wholly owned subsidiary Septon Holding AB to Exertis CapTech AB. All conditions for the transfer have now been met and the transfer has been completed as of today, April 30, 2025.

DistIT reaches principal agreement with bondholders, announces intention to carry out a rights issue, and provides trading update and forecast

DistIT AB (publ) ("DistIT" or the "Company") announces that it has reached a principal agreement with bondholders regarding its outstanding senior unsecured corporate bonds with a maximum amount of SEK 300 million, ISIN SE0015949359 (the "Bonds"), which includes, among other things, a rights issue of shares of approximately SEK 168 million, and provides a trading update on its ongoing operations and issues a forecast for the full year 2025. These actions are undertaken to address the upcoming maturity of the Bonds, strengthen the Company's liquidity position, and establish a long-term sustainable and balanced capital structure.

Background
The Bonds are scheduled to mature on 19 May 2025. In order to address the upcoming maturity and to establish a long-term sustainable capital structure, the Company, together with a group of major holders of the Bonds representing approximately 40.2 percent of the outstanding nominal amount under the Bonds (the “Bondholder Group”), has reached a principal agreement, including, among other things, a rights issue of approximately SEK 168 million to strengthen the Company’s liquidity and to establish a long-term sustainable and balanced capital structure (the ”Recapitalization”).

Principal Agreement
The principal agreement for the Recapitalization includes, in brief:

The Company shall seek to carry out a rights issue of 336,971,184 shares at a subscription price of SEK 0.50 per share (the “Rights Issue”) (which, if fully subscribed, would result in gross proceeds of SEK 168,485,592 million and a dilution effect of approximately 92.3 percent for shareholders not participating in the Rights Issue).

The bondholders shall provide a top guarantee of SEK 137,156,250, whereby the bondholders undertake to subscribe for shares in the Rights Issue by way of set-off against up to 50% of the nominal amount per bond, based on a final redemption price of 105% of the nominal amount.

The Bonds’ final maturity date will be extended to 19 May 2028.

The Company will be entitled to defer and capitalize interest payments on the Bonds until final maturity.

The Company will have the right to make early redemption of the Bonds at 105% of the nominal amount (SEK 1,312,500 per bond prior to conversion in the Rights Issue) during the extended maturity period.

The ability to raise secured debt facilities (including factoring facilities) will be limited to a maximum aggregate amount of SEK 50 million.

The current obligation to repurchase Bonds with a portion of the net proceeds from certain company and asset sales will be permanently waived.

The Recapitalization also aims to secure satisfactory liquidity and the orderly management of certain matured debt obligations, in order to strengthen the Company's long-term financial position. Therefore, all liquidity generated from the announced sales of Septon and Deltaco Baltic shall remain within the Company.

The Recapitalization will be implemented through a written procedure (the “Written Procedure”), which the Company intends to initiate during May 2025. Final implementation of the Recapitalization is subject to approval by at least two-thirds of the votes cast in the Written Procedure as well as by at least two-thirds of the votes cast at an extraordinary general meeting. The Company intends to announce the full terms of the Rights Issue and convene an extraordinary general meeting in connection with the initiation of the Written Procedure. The board of directors further intends to propose that the extraordinary general meeting resolves to amend the articles of association and reduce the share capital to enable the proposed number of new shares to be issued at the subscription price in the Rights Issue.

The Bonds are to be admitted to trading on Nasdaq Stockholm’s Corporate Bond list within 60 days following the approval of the Written Procedure. The Company also announces that the last day of trading in the Bonds on Nasdaq Stockholm’s Corporate Bond list will be changed to 16 May 2025.

Operational Update
In connection with the Written Procedure, the Company also provides the following operational update:

The Company’s revenues for the full year 2025 are expected to amount to approximately SEK 1,000 million.

The Company’s gross profit for the full year 2025 is expected to amount to approximately SEK 250 million.

The Company’s EBITDA for the full year 2025 is expected to amount to approximately SEK 40 million.

The Company’s cash balance as of 25 April 2025 amounted to SEK 9 million.

The Company had utilized SEK 43 million of its revolving credit facilities as of 25 April 2025.

As of 31 March 2025, the Company’s short-term accounts payable amounted to SEK 225.5 million and short-term accounts receivable amounted to SEK 226.2 million.

Preliminary timetable for the Rights Issue

Resolution to convene an extraordinary general meeting	9 May 2025
Extraordinary general meeting to approve the Rights Issue, amendment of articles of association and reduction of share capital	11 June 2025
Last day of trading in shares including right to receive subscription rights	11 June 2025
First day of trading in shares excluding right to receive subscription rights	12 June 2025
Record date for right to receive subscription rights	13 June 2025
Trading in subscription rights	17 June 2025 – 26 June 2025
Subscription period	17 June 2025 – 1 July 2025
Announcement of outcome of the Rights Issue	4 July 2025

Advisors
ABG Sundal Collier acts as financial advisor to the Company in connection with the Recapitalization. Gernandt & Danielsson acts as legal advisor.

Important information

DistIT initiates written procedure regarding extension of maturity for outstanding bonds to facilitate final negotiations with bondholders

DistIT AB (publ) (the “Company”) announces that it is initiating a written procedure (the “Written Procedure”) regarding its outstanding maximum SEK 300 million senior unsecured callable floating rate bonds 2021/2025 with ISIN SE0015949359 (the “Bonds”), in order to obtain bondholders’ approval for a short extension of the maturity during ongoing discussions with bondholders to address the upcoming maturity of the Bonds.

The Bonds are scheduled to mature on 19 May 2025. The Company and a group of major holders of the Bonds (the “Bondholder Group”) are in the final stages of negotiating a principal agreement regarding the key terms to manage the upcoming maturity of the Bonds, strengthen the Company’s liquidity position, and establish a long-term sustainable and balanced capital structure for the Company.

In order to finalise the principal agreement with the Bondholder Group, the Company has requested that Nordic Trustee & Agency AB (publ) (the “Agent”), in its capacity as agent for the bondholders, send a notice of written procedure to, among other things, resolve on a 2-week extension of the Bonds’ maturity date to 2 June 2025 (the “Written Procedure”).
The notice of the Written Procedure, including voting instructions, will be distributed to directly registered owners and registered nominees of the Bonds in accordance with the Company's debt ledger maintained by Euroclear Sweden as of 25 April 2025. The notice will also be available on the respective websites of the Company and the Agent.

The outcome of the Written Procedure will be announced through a press release upon completion of the Written Procedure. The record date for voting in the Written Procedure is 9 May 2025, and the last date for voting is 16 May 2025.

For questions regarding the administration of the Written Procedure, please contact the Agent at voting.sweden@nordictrustee.com or +46 8 783 79 00.