The Company has prepared a disclosure document by reason of the Rights Issue pursuant to Article 1.4 db of the Regulation (EU) 2017/1129 of the European Parliament and of the Council (the “Prospectus Regulation”). The disclosure document has been prepared in accordance with the requirements of Annex IX to the Prospectus Regulation and is only available in Swedish.

Flat today announces that the disclosure document has been registered with the Swedish Financial Supervisory Authority and is available on the Company’s website, www.flatcapital.com/en/rights-issue-2025/. Application forms are also available on the Company’s website.

Summary of the Rights Issue

• Rights Issue of up to 18,669,604 B shares, corresponding to, at full subscription, proceeds of approximately SEK 300 million, with the possibility to increase the issue amount by an additional SEK 130 million through the Overallotment Issue.
• The Rights Issue is carried out by exercise of the issue authorization granted by the extraordinary general meeting on 4 April 2025, while the Overallotment Issue is conditional upon the annual general meeting on 12 June 2025 resolving to renew the issue authorization for the board of directors. Shareholders representing more than 50% of the capital and more than 70% of the votes in the Company have stated that they intend to vote in favor of the issue authorization at the annual general meeting.
• Existing holders of B shares will receive one (1) subscription right for each held B share in Flat. Three (3) subscription rights entitle the holder to subscribe for one (1) new B share.
• The subscription price has been set at SEK 16.00 per new B share, a premium to Flat's net asset value as of 31 March 2025 of approximately 49% and a discount to the volume-weighted average price during the period from and including 19 May 2025 up to and including 2 June 2025 (approximately SEK 20.20) of approximately 21%.
• The purpose of the Rights Issue is to further strengthen Flat's cash position in order to continue to capitalize on the investment opportunities offered by its portfolio and network. Flat is open to making larger investments in the future, where an active ownership role could be considered.
• The shareholders Dusco AB, Altocumulus Investment AB, Frankenius Noterat AB, Cicero Fonder and Karolina Tham von Heidenstam have undertaken to subscribe for their respective pro rata shares or more in the Rights Issue, corresponding to in total SEK 128 million. In addition, the new investors Iliakos AB, wholly owned by Mathias Kamprad, Tuesday Invest AB, wholly owned by Karl-Johan Persson, William Olsson and Sofia and Märta Schörling have undertaken to subscribe for shares of in total SEK 100 million. Consequently, a total of SEK 228 million is secured through subscription undertakings, corresponding to approximately 76% of the Rights Issue.
• The record date for the Rights Issue is 10 June 2025.
• The subscription period in the Rights Issue runs from and including 12 June 2025 until and including 26 June 2025.

Timetable for the Rights Issue

Advisors
ABG Sundal Collier AB is acting as financial advisor and KANTER Advokatbyrå is acting as legal advisor in connection with the Rights Issue. Aqurat Fondkomission is issuing agent.

For further information, please contact:
Hanna Andreen, CEO, hw@flatcapital.com, +46 (0) 73 353 44 66

Certified Adviser:
Flat Capital’s Certified Adviser is Augment Partners AB, info@augment.se, +46 (0) 8 604 22 55.

About Flat Capital
Flat Capital is an investment company that focuses on companies with prominent entrepreneurs in leadership positions and primarily makes investments through its network of world-class investors and entrepreneurs. The company was founded in 2013 by entrepreneurs Nina and Sebastian Siemiatkowski (founders and CEO of Milkywire and Klarna, respectively). Flat aims to contribute to long-term and successful company building and has a flexible investment mandate. Portfolio companies include OpenAI, Klarna, Perplexity, SpaceX and ElevenLabs. More information is available at www.flatcapital.com

Important information
The Offer is not directed to persons resident in the United States, Australia, Hong Kong, Japan, Canada, New Zealand, Switzerland, Singapore, South Africa, South Korea or in any other jurisdiction where participation would require a prospectus, registration or other measures than those required by Swedish law. Accordingly, this press release may not be published or distributed, directly or indirectly, in the above-mentioned jurisdictions or in any other jurisdiction where such action is wholly or partly subject to legal restrictions. The information in this press release may not be forwarded, reproduced or displayed in a manner contrary to such restrictions. Failure to comply with this instruction may constitute a violation of applicable securities laws.

The publication, release or distribution of this press release may, in certain jurisdictions, be subject to legal restrictions and persons in the jurisdictions in which this press release has been published or distributed should inform themselves about and observe such legal restrictions. The recipient of this press release is responsible for using this press release and the information contained herein in accordance with the applicable rules in each jurisdiction. This press release does not constitute an offer to sell or a solicitation of an offer to buy or subscribe for any securities issued by the Company in any jurisdiction in which such offer or solicitation would be unlawful.

This press release does not constitute an offer or invitation to acquire or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the U. S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States absent registration or an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of such securities in the United States.

This press release does not constitute a prospectus within the meaning 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 has prepared and published an exemption document in accordance with Article 1.4 db and Annex IX of the Prospectus Regulation. The exemption document is available on the Company’s website.

To the extent this press release contains forward-looking statements, such statements do not represent facts and are characterized by words such as “will”, “expect”, “believe”, “estimate”, “intend”, “should”, “assume” and similar expressions. Such statements express the Company's intentions, opinions or current expectations or assumptions. Such forward-looking statements are based on current plans, estimates and projections that the Company has made to the best of its ability but which the Company does not claim will be accurate in the future. Forward-looking statements involve risks and uncertainties that are difficult to predict and generally cannot be influenced by the Company. It should be kept in mind that actual events or outcomes may differ materially from those contemplated or expressed in such forward-looking statements.

Note: This is a non-official translation of the Swedish original text. In case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.