Announcement no. 10 – Copenhagen, 25 August 2026 – Agillic A/S
– CONTAINS INSIDE INFORMATION –
Today, the board of directors of Agillic A/S (“Agillic”) has exercised its authorisations to issue new shares in two directed issues to the sellers of Arrigoo and a group of existing investors with gross proceeds of DKK 5,000,000. In connection with the directed share issue, Agillic has received a binding commitment regarding a new loan facility with the Export and Invest Fund of Denmark (“EIFO”) of up to DKK 5,000,000.
With reference to company announcement no. 9 of 25 August 2026, closing of the acquisition of the shares in Arrigoo ApS (“Arrigoo”) has been completed, including the share-for-share exchange, whereby part of the payment to the sellers of Arrigoo consists of 450,000 new shares in Agillic. In addition, as part of the financing of the transaction, 851,064 new shares will be issued to a group of predominantly existing shareholders contributing to the financing of the transaction.
Consequently, the board of directors of Agillic has resolved to exercise part of its authorisations pursuant to articles 3.1(c) and 3.1(d) of the articles of association to resolve an increase of the share capital in a directed issue without pre-emption rights for Agillic’s existing shareholders.
The 450,000 new shares issued to the sellers of Arrigoo are issued and subscribed for at a subscription price of DKK 5.875 per share, equal to a total subscription amount of DKK 2,643,750, determined pursuant to a valuation report prepared by an impartial valuation expert under section 37 of the Danish Companies Act in connection with the transaction. The subscription is determined by the board of directors to be at market price.
The new shares issued to the group of existing investors, are issued and subscribed for at a subscription price of DKK 5.875 per share, corresponding to the market price, which has been determined by the board of directors. The share issue is directed at the following investors:
Gross proceeds from the directed share issue to the existing investors corresponds to approximately DKK 5,000,000.
Use of proceeds
The proceeds from the directed share issue will contribute to the financing of the Arrigoo transaction and further strengthen the capital position of Agillic.
The resolutions on the directed issue of new shares
The board of directors' resolutions regarding the directed issue includes the issuance of up to a total of 1,301,064 new shares, each with a nominal value of DKK 0.10, corresponding to a total nominal amount of DKK 130,106.40.
Out of the total 1,301,064 new shares issued as a result of the directed issues, 450,000 new shares will be registered at the Danish Business Authority today based on the valuation report prepared by an impartial valuation expert. Following registration, the share capital will increase by a nominal value of DKK 45,000. Agillic has a registered share capital of nominal DKK 1,115,305.00 and following registration of the new shares, the share capital will increase to nominal DKK 1,160,305.
The remaining 851,064 new shares issued as a result of the directed share issue will be registered at the Danish Business Authority upon receipt of subscription amounts for the new shares. Following registration, the share capital will increase by the number of new shares subscribed, where each share will have a nominal value of DKK 0.10. Agillic has a registered share capital of nominal DKK 1,160,305 and with full subscription and payment the share capital will increase to nominal DKK 1,245,411.40.
If fully subscribed and paid for, the new shares from the directed share issues will represent approximately 11.7% of Agillic’s share capital before the capital increases and 10.4% of Agillic’s share capital after the capital increases.
The new shares will be negotiable instruments, and no restrictions will apply to their transferability. The new shares will not carry any special rights. The rights conferred by the new shares, including voting and dividend rights, will apply from the date when the capital increase is registered with the Danish Business Authority. The new shares are to be registered in the name of the holder in Agillic's register of shareholders.
New loan facility with EIFO
In connection with the directed share issue of DKK 5,000,000, Agillic has received a binding commitment regarding a new loan facility agreement with EIFO of up to DKK 5,000,000. The loan has been conditioned by the direct share issue with existing shareholders. The first instalment of DKK 2,500,000 is expected to be made available for disbursement following the completion of the directed share issue. Part of the proceeds from the new loan facility will be applied towards repayment of existing loans with EIFO. The second instalment of DKK 2,500,000 is expected to be made available for disbursement before the end of June 2027, subject to relevant disbursement conditions being met. The maturity of the loan is 60 months.
Admission to trading and expected timetable
The 450,000 new shares to be issued to the sellers of Arrigoo will be registered with the Danish Business Authority today based on the impartial valuation report as described above. The new shares will be issued electronically through VP Securities A/S (“Euronext Securities Copenhagen”) and are expected to be admitted to trading on Nasdaq First North Growth Market Denmark no later than on 28 August 2026.
In relation to the 851,064 new shares subscribed for by cash payments, settlement is expected to be completed no later than on 28 August 2026, and the capital increase is expected to be registered with the Danish Business Authority no later than on 28 August 2026. The new shares will be issued electronically through Euronext Securities Copenhagen in the temporary ISIN code, DK0065098437, which will be merged with the primary ISIN code for existing shares, DK0060955854, as soon as possible after the capital increase has been registered with the Danish Business Authority. The temporary ISIN code will not be admitted to trading on Nasdaq First North Growth Market Denmark but will only be registered with Euronext Securities Copenhagen for use in connection with subscription for the new shares. The new shares are expected to be admitted to trading on Nasdaq First North Growth Market Denmark no later than on 1 September 2026.
The new shares are issued and admitted to trading in compliance with the applicable exemptions from the obligation to publish a prospectus.
For further information, please contact:
Christian Samsø, CEO, +45 24 88 24 24, christian.samsoe@agillic.com
Esben Mosegaard, CFO, +45 27 80 02 62, esben.mosegaard@agillic.com
Certified Adviser: HC Andersen Capital, ca@hcandersencapital.dk
About Agillic A/S
Agillic (Nasdaq First North Growth Market Denmark: AGILC) is a Danish software company headquartered in Copenhagen, Denmark. The Agillic platform is the trusted Nordic marketing automation platform, enabling personalisation that performs with scalability, operational efficiency, and full GDPR compliance. For further information, please visit agillic.com.