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This announcement is not an offer, whether directly or indirectly, in Australia, Belarus, Canada, Hong Kong, Japan, New Zealand, Russia, Singapore, South Africa or the United States of America, or in any other jurisdiction where such offer pursuant to legislation and regulations in such relevant jurisdiction would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make their own inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled “Important information” at the end of this announcement and in the offer document which will be published shortly before the beginning of the acceptance period for the Offer.
Tabellae HoldCo ApS[1] (“Tabellae HoldCo”), Mission Trail Partners, LP[2] (“Mission Trail”) and Aktiebolag Grenspecialisten[3] (“Grenspecialisten”) (together, the “Consortium” and the “Consortium Parties”, respectively), acting through Tabellae BidCo ApS[4] (“Tabellae BidCo” or the “Offeror”), hereby announce a recommended public cash offer to the shareholders of Formpipe Software AB (publ)[5] (“Formpipe” or the “Company”) to tender all outstanding shares in Formpipe to Tabellae BidCo at a price per share of SEK 30 in cash (the “Offer”). The shares in Formpipe are listed on Nasdaq Stockholm.
The Board of Directors of Formpipe has resolved to recommend the shareholders of Formpipe to accept the Offer based on, inter alia, a fairness opinion from Astelia Advisory AB, according to which the Offer is fair to Formpipe’s shareholders from a financial point of view.[6]
The Offer in brief
- The Offeror offers SEK 30 in cash per share in the Company.
- Mission Trail and Grenspecialisten, both being members of the Consortium, currently hold 5,456,446 and 3,136,432 shares and votes in Formpipe, respectively. Consequently, the Consortium currently controls 8,592,878 shares and votes in Formpipe, which corresponds to approximately 29.3 percent of the outstanding shares and votes in Formpipe. All shares held by Mission Trail and Grenspecialisten will be contributed to Tabellae BidCo upon completion of the Offer.
- The total value of the Offer, based on the 20,720,037[7] outstanding shares in Formpipe not directly or indirectly held by Tabellae BidCo or its closely related parties, amounts to approximately SEK 622 million. The Offer values Formpipe, based on all 29,312,915 shares in Formpipe, at approximately SEK 879 million.
- The Offer represents a premium of:[8]
- approximately 53.8 percent compared to the closing share price of SEK 19.50 on Nasdaq Stockholm on 3 June 2026, being the last trading day prior to the announcement of the Offer;
- approximately 34.5 percent compared to the closing share price of SEK 22.30 on Nasdaq Stockholm on 26 March 2026, being the last trading day prior to Formpipe’s publication of the notice convening its 2026 Annual General Meeting (the “AGM Notice”), which included a proposal to implement a voluntary share redemption program pursuant to which shareholders would be offered the right to redeem shares for a cash consideration of SEK 30 per share (the “Redemption Program”; for further information, see “Voluntary Redemption Program” below);
- approximately 29.4 percent compared to the volume weighted average trading price of SEK 23.18 for the shares on Nasdaq Stockholm during the last 30 trading days ended 26 March 2026, being the last trading day prior to Formpipe’s announcement of its AGM Notice;
- approximately 25.6 percent compared to the volume weighted average trading price of SEK 23.88 for the shares on Nasdaq Stockholm during the last 90 trading days ended 26 March 2026, being the last trading day prior to Formpipe’s announcement of its AGM notice; and
- approximately 18.0 percent compared to the volume weighted average trading price of SEK 25.43 for the shares on Nasdaq Stockholm during the last 180 trading days ended 26 March 2026, being the last trading day prior to Formpipe’s announcement of its AGM Notice.
- The Board of Directors of Formpipe recommends the shareholders of Formpipe to accept the Offer based on, inter alia, a fairness opinion from Astelia Advisory AB, according to which the Offer is fair to Formpipe’s shareholders from a financial point of view.
- The Company’s shareholders ALCUR Fonder AB, Julnie S.A and Jofam AB, representing in total 7,331,625 shares, corresponding to approximately 25.0 percent of the outstanding shares and votes in Formpipe, have undertaken to accept the Offer no later than five (5) business days before the expiry of the initial acceptance period of the Offer, subject to the conditions set out under “Undertakings to accept the Offer” below.
- As of the date of this announcement, the Consortium’s shareholding in Formpipe, together with the shares covered by the aforementioned undertakings, amount to 15,924,503 shares, corresponding to approximately 54.3 percent of outstanding shares and votes in Formpipe.
- Completion of the Offer is conditional upon, inter alia, the Offer being accepted to such extent that the Offeror becomes the owner of shares representing more than 90 percent of the total number of outstanding shares in Formpipe (on a fully diluted basis). In addition, the Offer is made on the terms and subject to the conditions (ii) – (vii) set out below in this announcement.
- An offer document regarding the Offer is expected to be made public on or around 18 June 2026. The acceptance period of the Offer is expected to commence on or around 22 June 2026 and expire on or around 22 July 2026.
Lennart Garbarsch, member of the Board of Directors of Tabellae HoldCo, and member of the Board of Directors and Managing Director of Tabellae, comments:
“The combination of Tabellae’s global consulting capabilities with Formpipe’s premium software solutions for enterprise and banking customers, would create a powerful proposition for organizations facing increasing supply chain complexity and rising compliance demands within e-invoicing and electronic archiving.
We are excited by the opportunity to further strengthen the combined offering for customers and to create even greater value for leading ERP partners.
Premium software, world-class support, and exceptional execution.”
Background to and reasons for the Offer
Formpipe is a SaaS company that develops and offers software solutions for document and information management and customer communications, primarily delivered through its Lasernet platform. Formpipe has established a strong position in enterprise content management across compliance-sensitive industries, supported by a loyal and growing customer base, solid retention metrics and an increasingly recurring revenue profile that speaks to the quality and stickiness of the product offering.
Tabellae BidCo is the sole owner of Tabellae A/S (“Tabellae”), through which the Consortium will pursue the integration of Formpipe. Tabellae has, over time, developed a close and longstanding relationship with Formpipe, giving it a deep familiarity with the business, its strategy, its dedicated employees and the market in which it operates. This existing relationship provides Tabellae with a differentiated perspective on the opportunity and offers a strong foundation from which to support the next phase of Formpipe’s development. Valedo brings a strong track record of partnering with Nordic software and technology businesses through strategic and operational transformation, with a hands-on approach focused on long-term value creation alongside Formpipe’s employees.
Formpipe has demonstrated the ability to execute on its strategic priorities, and the Consortium believes the business is at an inflection point whose continued development is best pursued in a private setting. Operating outside a public market environment will allow Formpipe to focus its resources on long-term product investment, pursue disciplined, value-creative acquisition opportunities and execute on its international expansion free from the short-term pressures of the public market.
Drawing on their combined experience and understanding of Formpipe and the broader software sector, the Consortium sees significant opportunity to support the business through its next phase. This includes accelerating the transition to a cloud-native and SaaS-oriented product portfolio, deepening Formpipe’s international presence outside the Nordics and pursuing disciplined, add-on acquisitions to broaden both the product offering and the customer base, as well as capturing further share in high-growth, highly regulated verticals where Formpipe’s compliance-focused offering is particularly well-suited.
The Consortium considers that a combination of Formpipe and Tabellae would give rise to operational and commercial synergies, including through more unified strategic leadership and accelerated development of the Lasernet platform. A combined business is further expected to benefit from strengthened global delivery capacity and a more integrated offering across the customer lifecycle, as well as opportunities to broaden the range of products and services available to Formpipe’s existing international customer base.
The Offeror values the skills and talents of Formpipe’s employees and intends to continue to safeguard the excellent relationship that Formpipe has with its employees. Given the Offeror’s current knowledge of Formpipe’s business and in light of current market conditions, the Offeror does not intend to materially alter the operations of Formpipe following the implementation of the Offer, save that the Offeror intends to pursue the operational and commercial integration of Formpipe and Tabellae. The Offeror intends to determine what measures, if any, will be taken to integrate the two organizations and realize synergies following a thorough assessment, to be undertaken together with Formpipe, of the combined business following completion of the Offer. The Offeror will only be in a position to specify its intentions with respect to the employees and management of Formpipe and the Offeror upon completion of such assessment. There are currently no decisions on any material changes to Formpipe’s or the Offeror’s employees and management or to the existing organization and operations, including the terms of employment and locations of the business.
The Offer
The shareholders of Formpipe are offered SEK 30 in cash per share in the Company. The Offer represents a premium of:[9]
- approximately 53.8 percent compared to the closing share price of SEK 19.50 on Nasdaq Stockholm on 3 June 2026, being the last trading day prior to the announcement of the Offer;
- approximately 34.5 percent compared to the closing share price of SEK 22.30 on Nasdaq Stockholm on 26 March 2026, being the last trading day prior to Formpipe’s publication of its AGM Notice, which included a proposal to implement the Redemption Program (for further information, see “Voluntary Redemption Program” below);
- approximately 29.4 percent compared to the volume weighted average trading price of SEK 23.18 for the shares on Nasdaq Stockholm during the last 30 trading days ended 26 March 2026, being the last trading day prior to Formpipe’s announcement of its AGM Notice;
- approximately 25.6 percent compared to the volume weighted average trading price of SEK 23.88 for the shares on Nasdaq Stockholm during the last 90 trading days ended 26 March 2026, being the last trading day prior to Formpipe’s announcement of its AGM Notice; and
- approximately 18.0 percent compared to the volume weighted average trading price of SEK 25.43 for the shares on Nasdaq Stockholm during the last 180 trading days ended 26 March 2026, being the last trading day prior to Formpipe’s announcement of its AGM Notice.
The total value of the Offer, based on the 20,720,037[10] outstanding shares in Formpipe not directly or indirectly held by Tabellae BidCo or its closely related parties, amounts to approximately SEK 622 million. The Offer values Formpipe, based on all 29,312,915 shares in Formpipe, at approximately SEK 879 million.
If, prior to settlement of the Offer, Formpipe distributes dividends or in any other way distributes or transfers value to its shareholders, the consideration in the Offer will be reduced accordingly.
No commission will be charged in connection with the settlement of the Offer.
The Offer does not include any rights held by Formpipe’s employees, or rights granted by Formpipe to its employees under any incentive program implemented by Formpipe. The Offeror intends to procure reasonable treatment for participants in such programs in connection with the Offer.
Tabellae BidCo’s and the Consortium’s shareholding in Formpipe
Mission Trail and Grenspecialisten, both being members of the Consortium, currently hold 5,456,446 and 3,136,432 shares and votes in Formpipe, respectively. Consequently, the Consortium currently controls 8,592,878 shares and votes in Formpipe, which corresponds to approximately 29.3 percent of the outstanding shares and votes in Formpipe.
All shares held by Mission Trail and Grenspecialisten will be contributed to Tabellae BidCo upon completion of the Offer.
Except as set out above, neither Tabellae BidCo nor any of the Consortium Parties nor any of their closely related companies or closely related parties own or control any shares in Formpipe, or any financial instruments that give financial exposure to shares in Formpipe, at the time of this announcement. Neither Tabellae BidCo nor any of the Consortium Parties nor any of their closely related companies or closely related parties have acquired or agreed to acquire any shares, or any other financial instruments in Formpipe that give financial exposure to shares in Formpipe, at a price that is higher than the price in the Offer, during the six months preceding this announcement of the Offer.
To the extent permissible under applicable laws or regulations, Tabellae BidCo and the Consortium Parties may acquire, or take measures to acquire, shares in Formpipe in other ways than through the Offer, but in any event, at a price per share not exceeding the price in the Offer. Any acquisitions made or agreed will be in accordance with Swedish law and the Stock Market Self-Regulation Committee’s Takeover rules for Nasdaq Stockholm and Nordic Growth Market NGM (the “Takeover Rules”) and will be disclosed in accordance with applicable rules.
Certain closely related party matters
As of the date of this press release, Grenspecialisten holds 3,136,432 shares and votes in Formpipe, corresponding to approximately 10.7 percent of the outstanding shares and votes in Formpipe. Erik Ivarsson is an analyst and portfolio manager at Grenspecialisten.
Grenspecialisten’s participation in the Offer means that Section III of the Takeover Rules is applicable to the Offer, entailing that the acceptance period must be at least four weeks and that Formpipe is obliged to obtain and announce a fairness opinion regarding the Offer from an independent expert. The Board of Directors of Formpipe has obtained a fairness opinion from Astelia Advisory AB, according to which the Offer is fair to Formpipe’s shareholders from a financial point of view (see “Recommendation from the Board of Directors of Formpipe and fairness opinion” below).
Recommendation from the Board of Directors of Formpipe and fairness opinion
The Board of Directors of Formpipe recommends the shareholders of Formpipe to accept the Offer based on, inter alia, a fairness opinion from Astelia Advisory AB, according to which the Offer is fair to Formpipe’s shareholders from a financial point of view.
Erik Ivarsson is a member of the Board of Directors of Formpipe and an analyst and portfolio manager at Grenspecialisten. Martin Bjäringer is a member of the Board of Directors of Formpipe and has, through his company Julnie S.A., undertaken to accept the Offer on certain conditions (see “Undertakings to accept the Offer” below). Accordingly, Erik Ivarsson and Martin Bjäringer are deemed to have a conflict of interest pursuant to Rule II.18 of the Takeover Rules and has therefore not participated in, and will not participate in, Formpipe’s handling of, or decisions regarding, the Offer.
Voluntary redemption program
On 29 April 2026, the Annual General Meeting of Formpipe resolved on a voluntary redemption program, pursuant to which shareholders were offered the opportunity to redeem shares for a cash consideration of SEK 30 per share. The Redemption Program comprised a maximum of 25,140,696 shares and a total consideration of a maximum of SEK 754,220,880.
The Redemption Program was proposed following Formpipe’s divestment during 2025 of its Public Sector business area and the resulting strengthening of Formpipe’s liquidity and financial position. The Redemption Program is intended to adjust Formpipe’s capital structure following the divestment and constitutes a standalone measure on the part of Formpipe. The Redemption Program is not connected to or otherwise linked to the Offer. The Board of Directors of Formpipe assessed the Redemption Program to be more beneficial to shareholders than a dividend, although in principle having substantially the same effect as an extraordinary dividend.
As of the date of this press release, the application period for the Redemption Program has closed. A total of 24,590,006 shares were submitted for redemption pursuant to the Redemption Program. Following redemption, the number of outstanding shares and votes in Formpipe amounts to 29,312,915. Shareholders who submitted shares for redemption pursuant to the Redemption Program were allocated redemption shares in exchange for the shares tendered. Redemption shares are interim instruments that do not constitute shares in Formpipe and were admitted to trading on Nasdaq Stockholm during the period from 26 May 2026 to and including 2 June 2026. Following the conclusion of that trading period, all outstanding redemption shares will be automatically redeemed, with payment of the redemption proceeds of SEK 30 per redemption share expected to be made on or around 9 June 2026. The Redemption Program is accordingly expected to be completed prior to the commencement of the acceptance period for the Offer and prior to completion of the Offer. Such redemption shares carry a fixed redemption value of SEK 30 per redemption share, and their pricing is accordingly not materially affected by the pricing of the shares subject to the Offer. Accordingly, such redemption shares are not subject to the Offer.
Mission Trail and Grenspecialisten participated in the Redemption Program by exercising the redemption rights received in connection therewith. For further information on the shareholdings of Mission Trail and Grenspecialisten, see “Tabellae BidCo’s and the Consortium’s shareholding in Formpipe” above.
Undertakings to accept the Offer
The Offeror has received undertakings to accept the Offer from the following shareholders in Formpipe:
- ALCUR Fonder AB, whose total ownership amounts to 3,753,755 shares, corresponding to approximately 12.8 percent of the outstanding shares and votes in Formpipe;
- Julnie S.A, whose total ownership amounts to 2,666,669 shares, corresponding to approximately 9.1 percent of the outstanding shares and votes in Formpipe; and
- Jofam AB, whose total ownership amounts to 911,201 shares, corresponding to approximately 3.1 percent of the outstanding shares and votes in Formpipe, of which (i) 368,263 shares are held directly by Jofam AB and (ii) 542,938 shares are held through a capital insurance arrangement with SEB Life.
Pursuant to the undertakings, ALCUR Fonder AB, Julnie S.A and Jofam AB have undertaken to accept the Offer no later than five (5) business days before the expiry of the initial acceptance period of the Offer. In respect of Jofam AB’s shares held through a capital insurance arrangement with SEB Life, Jofam AB has undertaken to instruct SEB Life to tender such shares in the Offer.
The undertakings cease to apply, if prior to the expiry of the acceptance period of the Offer, a competing offer is announced at a price per share that exceeds the Offer price by three (3) percent or more and the Offeror does not, within five (5) business days, announce an increase of the Offer price to match such competing offer.
Furthermore, the undertakings cease to apply, if the Offer is not publicly declared unconditional and settlement of the Offer has not occurred within three (3) months from the date of this announcement, or if the Offer is publicly withdrawn or lapses for any reason.
In addition, the undertaking received from ALCUR Fonder AB shall cease to apply to the extent necessary, in the event that ALCUR Fonder AB is required to dispose of shares in Formpipe in order to meet material redemption requests, withdrawals or other outflows from investment funds managed by ALCUR Fonder AB, provided that such disposal is required in order for ALCUR Fonder AB to comply with applicable law, regulatory requirements or fund rules.
Through these undertakings, the Offeror has secured undertakings to accept the Offer from shareholders representing in aggregate 25.0 percent of the outstanding shares and votes in Formpipe.
As of the date of this announcement, the Consortium's shareholding in Formpipe, together with the shares covered by the aforementioned undertakings, amount to 15,924,503 shares, corresponding to approximately 54.3 percent of outstanding shares and votes in Formpipe.
Description of Tabellae BidCo, the Consortium and Valedo
Tabellae BidCo is a private limited liability company incorporated under the laws of Denmark. The Offeror was founded and registered with the Danish Business Authority (Erhvervsstyrelsen) on 28 August 2025 with corporate registration number 45837009 and its registered office in Brøndby, Denmark. The Offeror is wholly-owned by Tabellae HoldCo. The Offeror’s sole purpose has been to own shares in Tabellae, and the Offeror has never conducted and at present does not conduct any other business, other than providing intra-group management services. Tabellae is a Danish service provider offering solutions and consultancy services in the fields of document management, customer communication and document distribution. Among other things, Tabellae provides implementation, development and support for document and communication solutions within business system environments and ERP platforms. Tabellae has its head office in Denmark and operates primarily in Europe and North America through subsidiaries and local offices, including in Denmark, Sweden, the United Kingdom, Germany and the United States of America.
The Offeror does not own any shares in Formpipe, or any other financial instruments carrying a financial exposure to shares in Formpipe, nor has it acquired any shares or any other financial instruments in Formpipe during the six months preceding the announcement of the Offer until the date of this announcement.
Tabellae HoldCo is a private limited liability company incorporated under the laws of Denmark. Tabellae HoldCo is controlled by Valedo, which, together with its co-investors, holds approximately 62.4 percent of the shares and votes in Tabellae HoldCo. The remaining shares in Tabellae HoldCo are held by founders, board members and management of Tabellae, an operational subsidiary wholly-owned by Tabellae BidCo. Tabellae HoldCo’s sole purpose is to own shares in Tabellae BidCo, and it has never conducted and at present does not conduct any other business. Tabellae HoldCo does not own any shares in Formpipe, or any other financial instruments carrying a financial exposure to shares in Formpipe, nor has it acquired any shares or any other financial instruments in Formpipe during the six months preceding the announcement of the Offer until the date of this announcement.
Tabellae HoldCo is controlled by Valedo, a Swedish growth-oriented active owner investing in small and mid-size companies primarily in Sweden and the rest of the Nordic region. Valedo invests in established and profitable companies with strong market positions within their respective niches and with ambitions to grow through, for example, acquisitions, geographical expansion and the launch of new products and services.
Mission Trail is a US-based, long-term-oriented investment firm that manages a concentrated portfolio of high-quality software businesses. Mission Trail is Formpipe’s largest shareholder and has, since its entry into the Company, successively built up a significant ownership stake. As at the date of this announcement, Mission Trail holds 5,456,446 shares in Formpipe, corresponding to approximately 18.6 percent of the outstanding shares and votes in the Company.
Grenspecialisten is a Swedish family-owned investment company that invests on a long-term basis in small to mid-sized companies, primarily within technology and life science. Grenspecialisten has held shares in Formpipe since 2015 and is today its third largest shareholder. As at the date of this announcement, Grenspecialisten holds 3,136,432 shares in Formpipe, corresponding to approximately 10.7 percent of the outstanding shares and votes in the Company.
Financing of the Offer
The consideration payable in respect of the Offer is financed in part by funds available to the Offeror by way of an equity commitment letter issued by Tabellae HoldCo ApS and in part through debt financing committed to be provided by Danske Bank A/S on terms customary for financing of public offers on the Swedish market.
The above-mentioned financing will provide the Offeror with sufficient cash resources to satisfy in full the consideration payable in respect of the Offer and, accordingly, completion of the Offer is not subject to any financing condition.
Due diligence
The Offeror has, in connection with the preparation of the Offer, conducted a due diligence review of Formpipe. Formpipe has confirmed that the Offeror has not been provided with any inside information regarding Formpipe in connection with the due diligence review, that has not subsequently been made public by Formpipe.
Conditions for completion of the Offer
Completion of the Offer is conditional upon:
- the Offer being accepted to such extent that the Offeror becomes the owner of shares representing more than 90 percent of the total number of outstanding shares in Formpipe (on a fully diluted basis);
- no other party announcing an offer to acquire shares in Formpipe on terms that are more favourable to the shareholders of Formpipe than the Offer;
- with respect to the Offer and completion of the acquisition of Formpipe, receipt of all necessary regulatory, governmental or similar clearances, approvals, decisions and other actions from authorities or similar, including foreign direct investment approvals, in each case on terms which, in the Offeror’s opinion, are acceptable;
- neither the Offer nor the acquisition of Formpipe being rendered wholly or partially impossible or significantly impeded as a result of legislation or other regulation, any decision of a court or public authority, or any similar circumstance;
- no circumstances having occurred which could have a material adverse effect or could reasonably be expected to have a material adverse effect on Formpipe’s financial position, business or operation, including Formpipe’s sales, results, liquidity, equity ratio, equity or assets;
- no information made public by Formpipe, or otherwise made available to the Offeror by Formpipe, being inaccurate, incomplete or misleading, and Formpipe having made public all information which should have been made public; and
- Formpipe not taking any action that is likely to impair the prerequisites for making or completing the Offer.
The Offeror reserves the right to withdraw the Offer in the event that it is clear that any of the above conditions are not satisfied or cannot be satisfied. However, with regard to conditions (ii) – (vii) above, the Offer may only be withdrawn where the non-satisfaction of such condition is of material importance to the Offeror’s acquisition of Formpipe or if otherwise approved by the Swedish Securities Council.
The Offeror reserves the right to waive, in whole or in part, one, several or all of the conditions set out above, including, with respect to condition (i) above, to complete the Offer at a lower level of acceptance.
Statement by the Swedish Securities Council
The Offeror has requested and received a statement from the Swedish Securities Council (AMN 2026:10) confirming that Mission Trail and Grenspecialisten are offerors in fact and that the bid consortium is consistent with good stock market practice.
Preliminary timetable[11]
| Publication of the offer document | On or about 18 June 2026 |
| Acceptance period | On or about 22 June 2026 – 22 July 2026 |
| Commencement of settlement | On or about 30 July 2026 |
As set out above, the completion of the Offer is conditional upon, inter alia, with respect to the Offer and completion of the acquisition of Formpipe, receipt of all necessary regulatory, governmental or similar clearances, approvals, decisions and other actions from authorities or similar, including foreign direct investment approvals, in each case on terms which, in the Offeror’s opinion, are acceptable. Such clearances, approvals, decisions and other actions are expected to have been received by the end of the acceptance period for the Offer.
The Offeror reserves the right to shorten the acceptance period and set an earlier settlement date, as well as to extend the acceptance period for the Offer and postpone the time for settlement. Any such change of the acceptance period or settlement date will be announced by the Offeror by way of press release in accordance with applicable laws and regulations.
Compulsory redemption proceedings and delisting
If the Offeror, whether in connection with the Offer or otherwise, acquires shares representing more than 90 percent of the total number of outstanding shares in Formpipe, the Offeror intends to commence compulsory redemption proceedings under the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)) to acquire all remaining shares in Formpipe and to promote delisting of Formpipe’s shares from Nasdaq Stockholm.
Applicable law and disputes
The Offer, as well as any agreements entered into between the Offeror and Formpipe’s shareholders in relation to the Offer, shall be governed by and construed in accordance with Swedish law. Disputes concerning, or arising in connection with the Offer, shall be settled exclusively by Swedish courts, with the Stockholm District Court (Sw. Stockholms tingsrätt) as first instance.
The Takeover Rules and the Swedish Securities Council’s rulings and statements on the interpretation and application of the Takeover Rules are applicable to the Offer. The Offeror has, in accordance with the Swedish Takeover Act (Sw. lag (2006:451) om offentliga uppköpserbjudanden på aktiemarknaden), undertaken to Nasdaq Stockholm to comply with the Takeover Rules and to submit to any sanctions that can be imposed on the Offeror by Nasdaq Stockholm in the event of a breach of the Takeover Rules.
Advisors
The Offeror has retained DNB Carnegie Investment Bank AB (publ) as financial advisor in connection with the Offer. The Offeror and Tabellae HoldCo have retained White & Case as legal advisor in connection with the Offer. In addition, Mission Trail has retained Snellman Advokatbyrå and Grenspecialisten has retained Advokatfirman Lindahl as legal advisors in connection with the Offer.
Tabellae BidCo ApS
The Board of Directors
The information was submitted for publication on 4 June 2026 at 07:45 (CEST).
Information about the Offer:
Information about the Offer is made available at: https://designingthefuturetogether.se.
For enquiries, please contact:
Lennart Garbarsch, member of the Board of Directors of Tabellae HoldCo and member of the Board of Directors and Managing Director of Tabellae
Email: lg@tabellae.dk
Telephone: +45 5361 5049
Important information
This press release has been published in Swedish and English. In the event of any discrepancy in content between the two language versions, the Swedish version shall prevail.
This announcement is not an offer, whether directly or indirectly, in Australia, Belarus, Canada, Hong Kong, Japan, New Zealand, Russia, Singapore, South Africa or the United States of America, or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law (the “Restricted Jurisdictions”).
The release, publication or distribution of this press release in or into jurisdictions other than Sweden may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than Sweden should inform themselves about, and observe any applicable requirements. In particular, the ability of persons who are not resident in Sweden to accept the Offer may be affected by the laws of the relevant jurisdictions in which they are located. Any failure to comply with the applicable restrictions may constitute a violation of the securities laws of any such jurisdiction. To the fullest extent permitted by applicable law, the companies and persons involved in the Offer disclaim any responsibility or liability for the violation of such restrictions by any person.
This announcement has been prepared for the purpose of complying with Swedish law, the Takeover Rules and the Swedish Securities Council’s rulings regarding interpretation and application of the Takeover Rules and the information disclosed may not be the same as that which would have been disclosed if this press release had been prepared in accordance with the laws of jurisdictions other than Sweden.
Unless otherwise determined by the Offeror or required by Swedish law, the Takeover Rules and the Swedish Securities Council’s rulings regarding interpretation and application of the Takeover Rules, and permitted by applicable law and regulation, the Offer will not be made available, directly or indirectly, in, into or from a Restricted Jurisdiction or any other jurisdiction where to do so would violate the laws in that jurisdiction and no person may accept the Offer by any use, means or instrumentality (including, but not limited to, facsimile, e-mail or other electronic transmission, telex or telephone) of interstate or foreign commerce of, or of any facility of a national, state or other securities exchange of any Restricted Jurisdiction or any other jurisdiction where to do so would constitute a violation of the laws of that jurisdiction and the Offer may not be capable of acceptance by any such use, means, instrumentality or facilities. Accordingly, copies of this press release and any formal documentation relating to the Offer are not being, and must not be, directly or indirectly, mailed or otherwise forwarded, distributed or sent in or into or from any Restricted Jurisdiction or any other jurisdiction where to do so would constitute a violation of the laws of that jurisdiction and persons receiving such documents (including custodians, nominees and trustees) must not mail or otherwise forward, distribute or send them in or into or from any Restricted Jurisdiction or any other jurisdiction where to do so would constitute a violation of the laws of that jurisdiction.
The availability of the Offer to shareholders of Formpipe who are not resident in and citizens of Sweden may be affected by the laws of the relevant jurisdictions in which they are located or of which they are citizens. Persons who are not resident in or citizens of Sweden should inform themselves of, and observe, any applicable legal or regulatory requirements of their jurisdictions.
The Offer, the information and documents contained in this press release are not being made and have not been approved by an authorized person for the purposes of section 21 of the UK Financial Services and Markets Act 2000 (the “FSMA”). Accordingly, the information and documents contained in this press release are not being distributed to, and must not be passed on to, the general public in the United Kingdom, unless an exemption applies. The communication of the information and documents contained in this press release is exempt from the restriction on financial promotions under section 21 of the FSMA on the basis that it is a communication by or on behalf of a body corporate which relates to a transaction to acquire day to day control of the affairs of a body corporate; or to acquire 50 percent or more of the voting shares in a body corporate, within article 62 of the UK Financial Services and Markets Act 2000 (Financial Promotion) Order 2005.
Statements in this press release relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and their underlying assumptions, statements regarding plans, objectives, intentions and expectations with respect to future financial results, events, operations, services, product development and potential and other effects of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as “anticipates”, “intends”, “expects”, “believes”, “estimates”, “plans”, “will be” or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. Actual results and developments may differ materially from those expressed in, or implied or projected by these forward-looking statements due to many factors, many of which are outside the control of the Offeror. Forward-looking statements appear in a number of places throughout this announcement and the information incorporated by reference into this announcement and may include statements regarding the intentions, beliefs or current expectations of the Offeror or Formpipe concerning, amongst other things: (i) future capital expenditures, expenses, revenues, earnings, synergies, economic performance, indebtedness, financial condition, dividend policy, losses and future prospects; (ii) business and management strategies, the expansion and growth of the Offeror’s or Formpipe’s business operations and potential synergies resulting from the Offer; and (iii) the effects of government regulation and industry changes on the business of the Offeror or Formpipe. Any forward-looking statements made herein speak only as of the date on which they are announced. Except as required by the Takeover Rules or applicable law or regulations, the Offeror expressly disclaims any obligation or undertaking to publicly announce updates or revisions to any forward-looking statements contained in this announcement to reflect any change in expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. The reader should, however, consult any additional disclosures that the Offeror or Formpipe have made or may make.
[1] A Danish private limited liability company with corporate registration number 45836061. Tabellae HoldCo is controlled by Valedo Partners IV AB (“Valedo”), which, together with its co-investors, hold approximately 62.4 percent of the shares and votes in Tabellae HoldCo. The remaining shares in Tabellae HoldCo are held by Tabellae A/S’s (an operational subsidiary wholly-owned by Tabellae BidCo) founders, board members and management.
[2] An American limited partnership with corporate registration number 0001897753.
[3] A Swedish private limited liability company with corporate registration number 556505-3724.
[4] A Danish private limited liability company with corporate registration number 45837009 wholly owned by Tabellae HoldCo. All shares held by Mission Trail and Grenspecialisten will be contributed to Tabellae BidCo upon completion of the Offer.
[5] The annual general meeting held on 29 April 2026 resolved on a change of name to Lasernet Group AB. The name change has not yet been registered with the Swedish Companies Registration Office.
[6] Erik Ivarsson is a member of the Board of Directors of Formpipe and an analyst and portfolio manager at Grenspecialisten. Martin Bjäringer is a member of the Board of Directors of Formpipe and has, through his company Julnie S.A., undertaken to accept the Offer on certain conditions (see “Undertakings to accept the Offer”). Accordingly, Erik Ivarsson and Martin Bjäringer are deemed to have a conflict of interest pursuant to Rule II.18 of the Takeover Rules and has therefore not participated in, and will not participate in, Formpipe’s handling of, or decisions regarding, the Offer.
[7] Excluding, as per the date of this announcement, (i) 5,456,446 shares held by Mission Trail, and (ii) 3,136,432 shares held by Grenspecialisten.
[8] Source for Formpipe’s share prices: Nasdaq Stockholm.
[9] Source for Formpipe’s share prices: Nasdaq Stockholm.
[10] Excluding, as per the date of this announcement, (i) 5,456,446 shares held by Mission Trail, and (ii) 3,136,432 shares held by Grenspecialisten.
[11] All dates are preliminary and may be subject to change.