In connection with the Rights Issue, a number of existing shareholders have agreed to transfer part of their allotted subscription rights free of charge to Stockholm Corporate Finance AB, for further transfer, provided that the subscription rights are used to subscribe for shares in the ongoing Rights Issue. The guarantors have entered into subscription commitments to exercise such transferred subscription rights for participation in the Rights Issue. The amounts of these commitments will be offset against any allocation under the guarantee commitment. The guarantors have committed to subscribe for shares in the Rights Issue corresponding to approximately SEK 4.0 million using transferred subscription rights. The distribution of these commitments amounts to approximately SEK 1.6 million from Daniel Nilsson, approximately SEK 1.4 million from Mikrolund Holding AB, approximately SEK 0.7 million from Palmstierna Invest AB, and approximately SEK 0.2 million from Kjell Sjöström.

The Company considers it positive that the guarantors have entered into additional subscription commitments in the Rights Issue. By subscribing for shares and thereby becoming shareholders in the Company, the investor base is strengthened with parties who have a long-term perspective and an interest in the Company’s future development.

In addition to previously entered subscription commitments of approximately SEK 2.8 million, corresponding to approximately 17.5 percent of the Rights Issue, additional commitments have now been made to subscribe for shares totaling approximately SEK 4.0 million, corresponding to approximately 24.7 percent of the Rights Issue. The total subscription commitments thus amount to approximately SEK 6.8 million, corresponding to approximately 42.2 percent of the total amount of the Rights Issue. As the Rights Issue is already fully covered by subscription and guarantee commitments, the newly added subscription commitments of approximately SEK 4.0 million will be offset against any allocation of shares under the guarantee commitment.

No compensation will be paid for the subscription commitments. The commitments are not secured by bank guarantees, escrow funds, pledges, or similar arrangements.

Advisors

Stockholm Corporate Finance AB is the financial advisor and Advokatfirman Lindahl KB is the legal advisor to Qlucore in connection with the Rights Issue. Aqurat Fondkommission AB is the issuing agent in connection with the Rights Issue.

Important information

The publication, release or distribution of this press release may be subject to restrictions by law in certain jurisdictions and persons in jurisdictions in which this press release has been published or distributed must inform themselves about and comply with such legal restrictions. The recipient of this press release is responsible for using this press release and the information contained herein in accordance with applicable rules in each respective jurisdiction. This press release does not constitute an offer to, or an invitation to, acquire or subscribe for any securities in Qlucore in any jurisdiction, neither from Qlucore nor from any other party.

This press release is not a prospectus as defined in 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 (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.

This press release neither identifies nor purports to identify risks (whether direct or indirect) that may be associated with an investment in the Company. The information in this press release is only intended to describe the background of the Rights Issue and does not purport to be complete or exhaustive. No representation or warranty is made as to the accuracy or completeness of the information in this press release.

This press release does not constitute an offer to 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 unless they are registered or exempt from registration under the U.S. Securities Act of 1933 (the “Securities Act”), as amended, and may not be offered or sold in the United States without such registration, an exemption therefrom or in a transaction not subject thereto. There is no intention to register any securities referred to herein in the United States or to conduct a public offering of such securities in the United States. The information in this press release may not be published, announced, copied, reproduced or distributed, directly or indirectly, in whole or in part, in or into the United States, Australia, Belarus, Hong Kong, Japan, Canada, New Zealand, Russia, Switzerland, Singapore, South Africa, South Korea or any other jurisdiction where such disclosure, publication or distribution would contravene applicable regulations or require further registration or actions beyond what is required under Swedish law. Any violation of these instructions may constitute a breach of applicable securities laws.

Forward-looking statement

This press release contains forward-looking statements that reflect the Company’s intentions, beliefs, or current expectations regarding and goals for the Company’s future operations, financial position, liquidity, performance, prospects, expected growth, strategies, and opportunities, as well as the markets in which the Company operates. Forward-looking statements are statements that do not relate to historical facts and can be identified by expressions such as “believe”, “expect”, “anticipate”, “intend”, “may”, “plan”, “estimate”, “shall”, “should”, “could”, “aim” or “might”, or in each case their negative or similar variations. The forward-looking statements in this press release are based on various assumptions, many of which in turn are based on additional assumptions. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, it can provide no assurances that they will materialize or prove to be correct. As these statements are based on assumptions or estimates and are subject to risks and uncertainties, actual results may differ materially from those expressed or implied in the forward-looking statements due to numerous factors. Such risks, uncertainties, unpredictable events and other significant factors may lead to actual events differing materially from the expectations expressed or implied by such forward-looking statements. The Company makes no assurances that the assumptions underlying the forward-looking statements in this press release are error-free and assumes no responsibility for the future accuracy of the opinions expressed in this press release or any obligation to update or revise the statements in this press release to reflect subsequent events. The information, opinions, and forward-looking statements included in this press release apply only as of its date and may be subject to change without notice. The Company does not undertake any obligation to review, update, confirm, or disclose revisions to forward-looking statements to reflect events arising or circumstances occurring in relation to the contents of this press release.

Information to distributors

In order to meet the product governance requirements contained in: (a) Directive 2014/65/EU of the European Parliament and of the Council on markets in financial instruments, as amended (“MiFID II”); (b) Articles 9 and 10 of the Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together the “MiFID II Product Governance Requirements”), and to disclaim any non-contractual, contractual or other liability towards any "manufacturer" (within the meaning of the MiFID II Product Governance Requirements) that might otherwise arise, the offered shares have been subject to a product approval process which has determined that these securities are: (i) suitable for a target market of retail investors and investors meeting the criteria of professional clients and eligible counterparties, as defined in MiFID II; and (ii) suitable for distribution through all distribution channels as permitted under MiFID II (the “Target Market Assessment”).

Notwithstanding the Target Market Assessment, distributors should note that: the price of the Company’s shares may decline and investors may lose all or part of their investment; the Company’s shares offer no guaranteed income and no capital protection; and an investment in the Company’s shares is only suitable for investors who do not require a guaranteed income or capital protection and who (either alone or with an appropriate financial or other advisor) are capable of evaluating the merits and risks of such an investment and have sufficient resources to bear any losses that may result from it. The Target Market Assessment does not affect any other requirements relating to contractual, legal or regulatory sales restrictions in connection with the Rights Issue.

The Target Market Assessment is without prejudice to the requirements of any contractual, legal, or regulatory selling restrictions in relation to the Rights Issue. For the avoidance of doubt, the Target Market Assessment does not constitute (a) an assessment of suitability or appropriateness for the purposes of MiFID II or (b) a recommendation to any investor or group of investors to invest in, purchase, or take any other action concerning the Company’s shares. Each distributor is responsible for undertaking its own target market assessment in respect of the Company’s shares and determining appropriate distribution channels.