Beskrivning
| Land | Danmark |
|---|---|
| Lista | Small Cap Copenhagen |
| Sektor | Handel & varor |
| Industri | Sällanköpsvaror |
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Company Announcement No. 04-26
Copenhagen, 24 March 2026
Shape Robotics A/S ("Shape Robotics" or the "Company") hereby announces that the Executive Management has convened an Extraordinary General Meeting ("EGM") to be held fully electronically on 14 April 2026 at 14:00 (2:00 PM CEST).
The EGM has been convened pursuant to Sections 5.3 and 5.6 of the Company's Articles of Association and the applicable provisions of the Danish Companies Act.
The EGM will be held exclusively via webcast at the following link: https://www.phase.education/egm.
Information on how to register for and access the meeting is contained in the Notice attached to the announcement herein, and will also be made available at the following link: https://www.phase.education/egm
At the EGM, shareholders will be asked to consider a number of proposals relating to the Company's governance, capital structure, corporate identity and restructuring framework, including:
- Amendment of Section 10.1 of the Articles of Association so that the Board of Directors shall consist of 3 to 8 members elected by the general meeting;
- Election of two new members to the Board of Directors and reelection of Mr. Aurel Nețin, conditional upon adoption of the proposal regarding board composition;
- Increase of the authorization in Section 4.2 of the Articles of Association so that the Board of Directors may issue new shares without pre-emptive rights for a total nominal amount of up to DKK 10,000,000, including by way of debt conversion within the limits of the authorization;
- Amendment of the Company's registered office from Herlev Municipality to Københavns Kommune;
- Replacement of Section 10.7 of the Articles of Association with updated wording regarding quorum and electronic participation in Board meetings;
- Election of auditor for the financial year 2025/2026;
- Change of the Company's name from "Shape Robotics A/S" to "Phase Education A/S";
- Amendment of the Company's purpose so that the Company is redefined as an investment holding company;
- Authorization to pursue claims against former members of the Board of Directors in connection with the Nasdaq Main Market uplisting and the resulting EIFO loan default;
- Authorization to pursue claims against Carnegie Investment Bank A/S and its responsible officers;
The Company further notes that the complete proposals, as detailed in the notice attached to the announcement herein, specify that the proposed Board composition following the EGM would consist of Mr. Aurel Nețin, Mr. Kim Okkola and Mr. Alexandru Ambrozie, subject to shareholder approval of the relevant agenda items.
Certain agenda items, namely those involving amendments to the Articles of Association, require adoption by at least two-thirds of both the votes cast and the share capital represented at the general meeting. The remaining items are subject to adoption by simple majority, all as further described in the notice convening the EGM.
On the date of the notice, the share capital of Shape Robotics amounts to nominally DKK 1,903,866.10, corresponding to 19,038,661 shares of nominally DKK 0.10 each, with each share carrying one vote.
Requests for registration for attendance must be made so that they are received no later than Friday, 10 April 2026, at 23:59 (11:59 PM CEST).
Requests for proxies must be received by the Company no later than 10 April 2026 at 23:59 (11:59 PM CEST), and postal votes must be received no later than 11 April 2026 at 13:00 (1:00 PM CEST).
The full notice of the Extraordinary General Meeting, including the agenda, complete proposals and relevant voting and participation forms, have been attached to the announcement herein. Shareholders are encouraged to review the full notice and, where relevant, to participate by way of proxy or postal vote.
Additional information
Mark-Robert Abraham, Chief Executive Officer
Email: [email protected]
CVR-nr. 38322656