SmartCraft Group AB launches synthetic share buyback programme of up to SEK 120 million

The maximum number of shares under the programme corresponds to approximately 4.3 per cent of the Company’s currently outstanding shares.

The programme is being implemented pursuant to the authorisation granted by the Extraordinary General Meeting held on 29 April 2026. Under the authorisation, the aggregate number of ordinary shares underlying synthetic repurchases, together with shares already held by SmartCraft, may not at any time exceed 10 per cent of the total number of shares in the Company.
 
The purpose of the programme is to enable SmartCraft to continuously adjust its capital structure and thereby contribute to increased shareholder value.
 
The synthetic share buyback programme forms part of SmartCraft’s capital allocation framework. The Company intends to maintain flexibility to invest in organic growth and selective acquisitions while returning capital to shareholders when considered appropriate.

The programme will be conducted on the following terms:

• The programme may comprise a maximum amount of SEK 120 million.
• The programme may comprise a maximum of 6,990,277 ordinary shares.
• DNB Carnegie will act as counterparty under the synthetic share buyback programme. Share purchases under the programme will be carried out pursuant to instructions from SmartCraft and within the parameters of the programme and the relevant agreements. Within the parameters of each instruction, DNB Carnegie will make its trading decisions independently of, and uninfluenced by, SmartCraft.
• Ordinary shares shall be repurchased at a price per share that does not exceed the higher of the price of the last independent trade and the highest current independent bid on Nasdaq Stockholm, other than in respect of any block trades.
• The programme will commence on 4 November 2026 and continue until the Annual General Meeting in 2027.
• Transactions will be conducted on Nasdaq Stockholm in accordance with the rules for share repurchases set out in Nasdaq Nordic Main Market Rule Book for Issuers of Shares.
• The programme may be suspended or terminated before the end date if the maximum consideration or maximum number of shares has been reached, or if the Board of Directors otherwise resolves to terminate the programme.

The Board of Directors intends to propose that the repurchased shares under the synthetic share buyback programme be redeemed through a reduction of SmartCraft's share capital at an upcoming General Meeting.