Resolutions at the extraordinary general meeting in Done.ai Group AB
Prenumeration
Beskrivning
| Land | Sverige |
|---|---|
| Lista | First North Stockholm |
| Sektor | Informationsteknik |
| Industri | Programvara |
At the extraordinary general meeting of Done.ai Group AB, held today on 10 July 2025, it was resolved to approve the acquisitions of 100 per cent of the shares in Debet as well as 65 per cent of the shares in Fullstakk Marketing, a directed issue of shares with payment by way of set-off against vendor notes in accordance with M&A agreements and an authorization for the board to issue shares, convertibles and/or warrants.
Approval of M&A transactions
The general meeting resolved to approve two transactions in which Done.ai acquires 100 per cent of the shares in Debet AS and 65 per cent of the shares in Fullstakk Marketing AS from the company’s largest shareholder, R‑Venture AS, for a purchase price of NOK 18 million and NOK 32.5 million, respectively.
The acquisitions are expected to close on 11 July 2025.
For more information regarding the acquisitions, please refer to the company’s press release on 19 June 2025, which is available on www.done.ai.
Resolution on a directed issue of shares with payment by way of set‑off against vendor notes
The general meeting resolved on a directed issue of shares with payment by way of set-off against vendor notes in accordance with the board of directors’ proposal. The resolution means that vendor notes of NOK 129 million will be set-off against 8,700,533 new shares in Done.ai (based on a subscription price of SEK 14 per share and an exchange rate for NOK/SEK of 0.94374).
Following the registration of the share issue with the Swedish Companies Registration Office, the total number of shares and votes in Done.ai will be 82,377,590 and the share capital will be SEK 8,237,759.
As previously communicated, the reason for the directed share issue and the deviation from the shareholders’ preferential right is to settle the vendor notes and effectuate the sellers’ reinvestments in Done.ai in accordance with the share purchase agreements regarding the acquisitions of Frisikt AS, Done.ai AS, BPS Consulting AS, Huddlestock Technologies AB, Huddelstock Investor Services AS, Huddlestock AB, WeAssist AS and EBFS Ventures AS (the “M&A Agreements”).
The subscription price of SEK 14 per share was agreed in the M&A Agreements through a negotiation on an arm’s length basis and corresponds to the subscription price of the directed cash issue carried out by the company through an accelerated bookbuilding process on 27 May 2025.
Resolution on an authorization for the board to issue shares, convertibles and/or warrants
The general meeting resolved to authorize the board of directors to resolve on issues of shares, convertibles, and/or warrants on one or several occasions during the period until the next annual general meeting. The number of shares that can be issued based on the authorization (including through exercise of warrants or conversion of convertibles) must not exceed fifteen (15) per cent of the total number of shares in the company when the authorization is exercised the first time.
The authorization replaces the existing authorization granted to the board of directors at the annual general meeting on 10 April 2025.