Bulletin from Netel Holding AB (publ)’s Extraordinary General Meeting 2026
Bulletin from Netel Holding AB (publ)’s Extraordinary General Meeting 2026
Netel Holding AB (publ) ("Netel") held its Extraordinary General Meeting today, Friday 21 August 2026. The Extraordinary General Meeting resolved in accordance with all proposals from the Board of Directors.
Approval of the merger plan
The Extraordinary General Meeting resolved, in accordance with the Board of Directors' proposal, to approve the merger plan, dated 15 June 2026, which has been jointly adopted by the Board of Directors of Netel and Infrea AB ("Infrea"). For more information about the merger, please refer to the merger prospectus published on Netel's website.
Amendment of the articles of association
The Extraordinary General Meeting resolved, in accordance with the Board of Directors' proposal and in order to adapt the articles of association for completion of the merger, to amend the articles of association whereby the limits on the company's share capital are amended to a minimum of SEK 1,250,000 and a maximum of SEK 5,000,000, and the limits on the number of shares are amended to a minimum of 81,250,000 and a maximum of 325,000,000.
Issue of merger consideration
The Extraordinary General Meeting resolved, in accordance with the Board of Directors' proposal, to issue a maximum of 119,585,679 shares in Netel as merger consideration. The shareholders registered in the share register of Infrea on the date of the final registration of the merger with the Swedish Companies Registration Office will be entitled to receive merger consideration, in accordance with the terms set out in the merger plan.
Approval of the rights issue
The Extraordinary General Meeting resolved to approve the Board of Directors' resolution of 17 July 2026 on a rights issue with preferential rights for existing shareholders of a maximum of 36,383,904 shares, entailing an increase in the share capital of a maximum of SEK 559,752.3692305380. The record date for entitlement to participate in the rights issue is 25 August 2026. One (1) subscription right is granted for each existing share. Four (4) subscription rights entitle the holder to subscribe for three (3) new shares. The subscription price is SEK 3.50 per share.
Resolution on overallotment issue I
The Extraordinary General Meeting resolved, in accordance with the Board of Directors' proposal, to carry out a directed share issue in respect of a maximum of 16,117,144 new shares, entailing an increase in the share capital of a maximum of SEK 247,956.0615383590 ("Overallotment Issue I"). The right to subscribe for shares in Overallotment Issue I, with deviation from the shareholders' preferential rights, is granted primarily to investors who have entered into subscription commitments to Netel in relation to its rights issue but who do not receive full subscription in the rights issue (excluding Etemad Group AB and Shipbridge Investment AB).
Resolution on overallotment issue II
The Extraordinary General Meeting resolved, in accordance with the Board of Directors' proposal, to carry out a directed share issue in respect of a maximum of 5,311,427 new shares, entailing an increase in the share capital of a maximum of SEK 81,714.26153842780 ("Overallotment Issue II"). The right to subscribe for shares in Overallotment Issue II, with deviation from the shareholders' preferential rights, is granted to Etemad Group AB (controlled by the Chair of the Board, Alireza Etemad) and Shipbridge Investment AB (controlled by Board member Jari Burmeister), who have entered into subscription commitments to Netel in relation to its rights issue but who do not receive full subscription in the rights issue.
The complete proposals regarding the Extraordinary General Meeting's resolutions above can be found in the notice, which is available on Netel's website. Minutes from the Extraordinary General Meeting will be available on Netel's website no later than two weeks after the day of the Extraordinary General Meeting.