In connection with the rights issue announced by the Company on 25 March 2026 (the ”Rights Issue”), the Company launched a written procedure (the ”Written Procedure”) regarding certain amendments and waivers under the terms and conditions of the Bonds (the ”Terms and Conditions”). On 23 April 2026, the Company announced the successful completion of the Written Procedure. As a result of the amendment of the Terms and Conditions, the Company shall pay a consent fee to the Bondholders in an amount equal to 3.00 per cent of the nominal amount of the Bonds (approximately SEK 9.3 million) (the ”Consent Fee”). The Consent Fee is mandatorily set off against new shares in the Company at the same subscription price as in the Rights Issue. All consent fee shares have been allotted to the Bondholders pro rata in relation to each holder's claim on the Consent Fee. The Board of Directors of the Company has today, in accordance with what has previously been communicated, resolved on the Set-off Issue to set off the Consent Fee against new shares in the Company.

The Board of Directors believes that it is in favour of the Company's financial position to take advantage of the possibility to pay the Consent Fee in the form of shares instead of cash payment. The reason for the Board of Directors' resolution to deviate from the shareholders' preferential rights is to enable a strengthening of the Company's balance sheet by reducing the Company's indebtedness.

The subscription price in the Set-off Issue is SEK 4.50 per share, corresponding to the subscription price in the Rights Issue. The subscription price has been determined by the Board of Directors through arm's length negotiations with the Bondholders, whereby the Board of Directors has taken into account several factors such as the market situation, the Company's financing needs, alternative cost for other financing, customary discount for issues and assessed market interest for an investment in the Company. It is the Board's assessment, based on the above factors, that the subscription price reflects current market conditions and current demand and is thus market-based.

All shares in the Set-off Issue have been subscribed for and allotted.

Shares and share capital
Through the Set-off Issue, the Company's share capital will increase by SEK 103,333.30 through the issuance of 2,066,666 new shares. The Set-off Issue entails a dilution of approximately 6.83 per cent of votes and capital based on the total number of outstanding shares in Magle Group after the Set-off Issue.

Advisors
Redeye AB is financial adviser and BAHR Advokatbyrå AB is legal adviser to the Company in connection with the Rights Issue, the Set-off Issue and the revised financing package. Nordic Issuing acts as issuer agent in connection with the Rights Issue and the Set-off Issue.

Important information:

Publication, release, or distribution of this press release may in certain jurisdictions be subject to legal restrictions and persons in the jurisdictions where this press release has been made public or distributed should inform themselves of and follow such legal restrictions. The recipient of this press release is responsible for using this press release and the information herein in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer, or a solicitation of an offer, to acquire or subscribe for any securities in Magle Group in any jurisdiction, neither from Magle Group nor from anyone else.

This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 (the “Prospectus Regulation”) and has not been approved by any regulatory authority in any jurisdiction. In any EEA member state, this announcement is only addressed to and is only directed at ”qualified investors” in that member state within the meaning of the Prospectus Regulation.

This press release does not constitute or form part of an offer or solicitation to purchase 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 US Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold within the United States absent registration or an applicable 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 the securities in the United States. The information in this press release may not be announced, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, within or into the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa, South Korea, Russia, Belarus or in any other jurisdiction where such announcement, publication or distribution of the information would not comply with applicable laws and regulations or where such actions are subject to legal restrictions or would require additional registration or other measures than what is required under Swedish law. Actions taken in violation of this instruction may constitute a crime against applicable securities laws and regulations.

In the United Kingdom, this document and any other materials in relation to the securities described herein is only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, “qualified investors” who are (i) persons having professional experience in matters relating to investments who fall within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”). In the United Kingdom, any investment or investment activity to which this communication relates is available only to, and will be engaged in only with, relevant persons. Persons who are not relevant persons should not take any action on the basis of this press release and should not act or rely on it.

The Company considers that it conducts protection-worthy activities under the Screening of Foreign Direct Investments Act (Sw. lag (2023:560) om granskning av utländska direktinvesteringar) (the “FDI Act”). This means that investors who achieve certain influence in the Company may need to notify investments in the Company to and obtain approval from the Inspectorate for Strategic Products (Sw. Inspektionen för strategiska produkter) (“ISP”) before such an investment can be conducted. Each investor should consult with an independent legal advisor as to the possible application of the FDI Act in relation to the Set-off Issue for the individual investor. For more information, please visit ISP’s website, www.isp.se, or contact the Company.

Forward-looking statements

This press release contains forward-looking statements that reflect the Company's intentions, beliefs, or current expectations about and targets for the Company's future results of operations, financial condition, liquidity, performance, prospects, anticipated growth, strategies and opportunities and the markets in which the Company operates. Forward-looking statements are statements that are not historical facts and may be identified by words such as ”believe”, ”expect”, ”anticipate”, ”intend”, ”may”, ”plan”, ”estimate”, ”will”, ”should”, ”could”, ”aim” or ”might”, or, in each case, their negative, or similar expressions. The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurances that they will materialize or prove to be correct. Because these statements are based on assumptions or estimates and are subject to risks and uncertainties, the actual results or outcome could differ materially from those set out in the forward-looking statements as a result of many factors. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The Company does not guarantee that the assumptions underlying the forward-looking statements in this press release are free from errors and readers of this press release should not place undue reliance on the forward-looking statements in this press release. The information, opinions and forward-looking statements that are expressly or implicitly contained herein speak only as of its date and are subject to change without notice. Neither the Company nor anyone else undertake to review, update, confirm or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this press release, unless it is required by law or Nasdaq First North Growth Market rule book for issuers.