As announced by way of press release on 17 October 2025, Eye World AB (publ) (the "Company") has entered into a share transfer agreement regarding the acquisition of all shares in a British SaaS company within cyber security (the "Target Company"). The Closing Date is scheduled for Monday, 17 November. The purchase price for all shares in the Target Company amounts to approximately SEK 230 million and shall be paid upon completion as follows: (i) 50 percent through newly issued shares in the Company, which shall be issued and set off against payment through promissory notes issued, (ii) 25 percent through an interest-free promissory note with a term of twelve months, and (iii) 25 percent in cash. In order to finance the cash portion, the Company has today entered into a loan agreement with Fenja Capital I A/S (the 'Lender') amounting to SEK 70 million. As part of the loan terms, the board of directors, with the support of an authorisation from the extraordinary general meeting on 23 September 2025, has decided to carry out a directed issue of 1,030,852 warrants of series 2025/2030 to the Lender. This loan agreement pertains only to a short-term bridge financing. Eye World, together with the Company's financial advisor Houlihan Lokey, is currently in the process of identifying a long-term financing partner to secure a sustainable credit facility to be used for this and future acquisition transactions. The ambition is to have a long-term financing partner in place within three to four months.

Loan agreement and directed issue of warrants of series 2025/2030

In order to finance the cash portion of the acquisition of the shares in the Target Company, the Company has today entered into a loan agreement with the Lender amounting to SEK 70 million. The loan has a term of twelve (12) months with a maturity date of 15 November 2026. The loan carries an annual interest rate based on STIBOR 3M, where STIBOR is set at a minimum value of 2 percent plus an interest margin of 7 percent. If the loan is not fully repaid on 15 May 2026, the interest rate will be adjusted to a level based on the First Interest Rate plus an interest margin of 14 percent until the loan is repaid. Interest of the loan is payable quarterly. Compensation for the loan includes an arrangement fee of two (2) percent, corresponding to SEK 1.4 million, and the issue of 1,030,852 free warrants of series 2025/2030 directed to the Lender. The terms of the loan have been negotiated with the Lender on an arm's length basis and taking into account other financing alternatives. The board of directors considers that the terms of the loan are market-based and advantageous for the Company and its shareholders for the purpose of completing the acquisition of the Target Company, which is in line with the Company's communicated acquisition strategy. The board of directors has therefore, with the support of the authorisation from the extraordinary general meeting on 23 September 2025, decided to issue 1,030,852 warrants of series 2025/2030 to the Lender. The Lender has the option, based on the warrants, to subscribe for shares in the Company at a subscription price of SEK 29.19, corresponding to 140 percent of the closing price of the Company's shares on NGM Nordic SME on 13 November 2025. The subscription period for subscribing for shares based on the warrants runs from the date on which the warrants are registered with the Swedish Companies Registration Office until 30 November 2030. The warrants are subject to customary terms and conditions, including provisions for recalculation if the Company carries out a directed issue at any time up to and including 30 November 2030, with the exception of directed issues that are not intended to capitalise the Company, i.e. (i) new issues of consideration shares in connection with acquisitions or (ii) set-off issues to guarantors within the framework of guarantee compensation. Furthermore, provisions regarding recalculation shall not apply to shares subscribed for through the exercise of warrants. If all warrants of series 2025/2030 are exercised, the Company will receive approximately SEK 28.9 million.

Reasons for the deviation from shareholders' preferential rights

The reason for the deviation from shareholders' preferential rights is that the directed issue forms part of the loan terms negotiated between the Company and the Lender. The board of directors considers the loan terms to be in line with market conditions. Through the directed issue, the Company can more quickly and smoothly secure the capital required to complete the planned acquisition, which is a central part of the Company's overall growth strategy. The acquisition is expected not only to strengthen the Company's market position but also to increase its long-term value, which is beneficial to both the Company and its shareholders. The private placement to the Lender is therefore a strategic choice to ensure the Company's continued growth and development. The deviation from the shareholders' preferential rights is well justified by the Company's communicated growth strategy and the fact that the planned acquisition will benefit the Company's operations and create value for the shareholders. In light of this, the board of directors considers that this is the best option for the Company and its shareholders, as well as for achieving the Company's long-term goals.

Number of shares, share capital and dilution

Upon full exercise of warrants of series 2025/2023, the number of shares in the Company will increase by 1,030,852 and the share capital will increase by SEK 206,170.4, resulting in a dilution effect of approximately 2.5 percent taking into account the issue of consideration shares intended to take place in connection with the acquisition.

This information is information that Eye World AB (publ) is obliged to disclose under the EU Market Abuse Regulation. The information was provided, through the contact of the above contact person, for publication on November 14, 2025, at 08.30 CET.

For further information, contact

Fredrik Björklund, CEO, Eye World AB (publ.)

Phone: 070-892 35 92

Email: fredrik.bjorklund@eye.world

About EYE World

Eye World AB (publ) (https://eye.world), founded in 2015, is one of Northern Europe's leading and fastest-growing providers of SaaS solutions in Cyber Security. We are your complete partner and One Stop Shop for digital security, offering a unique AppStore that brings together 13 powerful services under one roof. Our partners can easily select the solutions that fit their business model and seamlessly offer them to their end customers.

Eye World delivers innovative business solutions in IT security, privacy protection, and advanced AI-based data solutions. Our products are specifically designed for the B2B market, with a focus on demanding industries such as banking and finance, insurance, telecom, and hosting. We help companies across Europe protect their digital assets and stay ahead of cyber threats-today and in the future.

Attached files