The Board of Directors’ resolution entails a deviation from the shareholders’ preferential rights. The reason for the deviation is that the Directed Share Issue is considered to be a time- and cost-efficient way to provide the Company with additional capital. Through the Directed Share Issue, the Company strengthens its financial position while enabling continued development of the business and the execution of planned expansion initiatives in both existing and new markets.

The Board of Directors further considers that the Directed Share Issue enables the Company to maintain and strengthen its shareholder base through participation from existing shareholders as well as the addition of new long-term investors.

Background and rationale

During the past two quarters, the Company has experienced negative cash flows, largely due to postponed larger customer projects as well as investments in product development and market expansion.

In order to strengthen the Company’s commercial development, the organization has been reinforced with a new Chief Executive Officer and a new Head of Sales, with a focus on increased new customer acquisition, larger transactions, and international expansion. The sales organization is now operating in a more structured manner with the objective of broadening the customer base and increasing the share of larger contracts.

The Company has also relaunched Nimbus, a product designed to maximize indoor coverage, particularly for 5G, with an integrated antenna. In parallel, development has continued of a six-band train repeater – a new generation coverage solution for trains – as well as expansion into new markets, such as Spain, as previously communicated. These initiatives have initially increased costs but are now beginning to generate order intake.

At the same time, the Company is implementing a cost-saving program expected to reduce operating expenses by up to 15 percent during 2026.

In light of the above, the Board of Directors considers it justified to raise additional capital in order to strengthen the Company’s financial position and enable continued development of the business and commercialization of the Company’s product portfolio.

Deviation from shareholders’ preferential rights
The Board of Directors’ decision to carry out the Directed Share Issue and to deviate from the shareholders’ preferential rights is based on an overall assessment of the Company’s capital requirements and the available financing alternatives. As described above, an important purpose of the Directed Share Issue is to accelerate the Company’s growth.

The Board of Directors has carefully considered the possibility of raising this growth capital through a rights issue but has concluded that, at this stage, the Directed Share Issue is more appropriate and better serves the interests of both the Company and its shareholders, particularly as the Directed Share Issue can be carried out on favorable terms and introduces a new strong institutional shareholder to the Company.
The Board further considers that the reasons for deviating from the shareholders’ preferential rights are well justified since the Directed Share Issue, among other things:
(i) enables a more flexible and time-efficient capital raising process, thereby reducing the Company’s exposure to adverse market conditions and the risk of negative share price effects associated with a prolonged transaction process;
(ii) reduces the need for external underwriting commitments and thereby also costs related to potential guarantee compensation; and
(iii) contributes to broadening and strengthening the Company’s shareholder base through the addition of further long-term investors as well as increased confidence from existing long-term shareholders.

Based on the above, the Board of Directors’ overall assessment is that there are objective and compelling reasons to deviate from the main rule of shareholders’ preferential rights and that the Directed Share Issue is considered to be in the best interest of the Company and its shareholders.

Investors
According to the Board of Directors’ resolution, the Directed Share Issue is allocated to the following investors:

Terms of the Directed Share Issue
The Directed Share Issue is carried out at a subscription price of SEK 4.50 per share. The subscription price has been determined through negotiations between the Company and the Investors.

The subscription price represents a premium of approximately 15.4 percent compared to the closing price of the Company’s share on Nasdaq First North Growth Market on 12 March 2026 and a premium of approximately 13.6 percent compared to the volume-weighted average price (VWAP) of the Company’s share during the last ten trading days up to and including 12 March 2026.

Based on investor dialogues conducted and prevailing market conditions, the Board of Directors considers the subscription price to be on market terms.

Dilution
Through the Directed Share Issue, the number of outstanding shares will increase by 3,333,334, from 53,241,809 to 56,575,143 shares, and the number of votes will increase by the corresponding number.
The share capital will increase by SEK 83,333.35, from SEK 1,331,045.225 to SEK 1,414,378.575.
The Directed Share Issue entails a dilution of approximately 6.26 percent of the number of shares and votes in the Company.

Transaction costs
The costs related to the Directed Share Issue are estimated to amount to approximately SEK 50,000.