The shareholders of AcouSort AB (publ), reg. no. 556824-1037, (the “Company”) are hereby given notice to attend the Extraordinary General Meeting (the “EGM”) on 22 October 2026 at 09.00 CEST at Medicon Village (Building 406), Scheelevägen 14, Lund. Registration starts at 08.30 CEST.
Right to participate
Shareholders that wish to participate in the EGM shall both be registered in the share register maintained by Euroclear Sweden AB no later than on 14 October 2026, and shall have notified the Company of their intention to participate no later than on 16 October 2026. Notice to participate shall be given in writing by e-mail to gunnar.telhammar@acousort.com or by post to AcouSort AB, Medicon Village, 22381 Lund; att: Torsten Freltoft. The notice shall contain the shareholder’s name, address, personal identity number or registration number and telephone number and, where applicable, the number of advisors (maximum two).
Nominee-registered shares
Shareholders whose shares are registered in the name of a nominee/custodian, i.e. held in a custody account through a bank or securities institution, must register the shares in their own name in order to be recorded as a shareholder in the presentation of the share register. Such registration, which may be temporary, must be effected no later than 16 October 2026, and shareholders must, therefore, instruct their nominees well in advance thereof.
Proxy
If a shareholder wishes to be represented by proxy, a power of attorney shall be issued to the proxy. The power of attorney is to be in writing, dated and duly signed by the shareholder. If the shareholder is a legal entity, a copy of the certificate of incorporation or a corresponding document of authority shall be included with the notification. Please provide the power of attorney in original as well as certificate of incorporation and other documents of authority to the Company to the address mentioned above well in advance before the EGM. If the power of attorney and other documents of authority have not been provided in advance, these documents must be presented at the EGM. Power of attorney forms are available at the Company and at www.acousort.com, and will be sent upon request to any shareholder who states their postal address.
Proposed agenda
Proposals
Election of Chairman of the EGM (item 2)
The Board of Directors has proposed: Gunnar Telhammar.
Resolution on approval of the Board of Directors’ resolution on a directed issue of convertible notes (item 7)
The Board of Directors of AcouSort proposes that the EGM approve the Board of Directors’ resolution of 1 October 2026 on an issue of convertible notes in accordance with the following.
1. The Company shall raise a convertible loan in a nominal amount of not more than SEK 15,000,000 in aggregate through a directed issue of convertible notes, each with a nominal amount of SEK 1 per convertible note, entailing an increase of the share capital upon full conversion of the convertible notes and accrued interest by not more than SEK 630,263.10.
2. The right to subscribe for the convertible notes shall, with deviation from the shareholders’ pre-emption rights, be granted to Calyrex Biosystems, Inc. (the “Investor”). The reason for the deviation from the shareholders’ pre-emption rights is that the directed issue of convertible notes forms an integrated part of a broader commercial transaction with the Investor and, unlike a rights issue, is expected to be completed more quickly and at a lower cost, while broadening the Company’s shareholder base with a new, well-funded strategic investor.
3. The convertible notes shall be issued at a subscription price per convertible note corresponding to its nominal amount, i.e. SEK 1. The subscription price has been determined through arm’s length negotiations with the Investor and is considered by the Board of Directors to be on market terms.
4. Subscription of the convertible notes shall take place on a subscription list up to and including 27 October 2026. The Board of Directors shall have the right to extend the subscription period.
5. Payment for subscribed convertible notes shall be made in cash no later than 27 October 2026. The Board of Directors shall have the right to extend the payment period.
6. The convertible notes carry an annual interest rate of 5.0 per cent. Interest shall fall due for payment in connection with conversion.
7. The convertible notes shall mature 30 months after the date of payment for the convertible notes (the “Maturity Date”). The Investor shall have the right to extend the term by an additional 30 months, meaning that the convertible notes shall mature no later than 60 months after the payment date (the “Extended Maturity Date”).
8. With respect to the conversion period and conversion price, the following shall apply. Conversion may take place during the period from the date of registration of the resolution on the issue with the Swedish Companies Registration Office up to and including the Extended Maturity Date (falling 60 months after the payment date), in accordance with the full terms and conditions for the convertible notes and in summary as follows:
9. The conversion price shall, however, under no circumstances be less than SEK 3.04, corresponding to the volume-weighted average share price of the Company’s shares over the sixty (60) trading day period ending on 29 September 2026, or exceed SEK 10.00.
10. The amount by which the conversion price exceeds the quota value of the shares shall be allocated to the free share premium fund.
11. New shares which may accrue through conversion shall carry a right to dividends for the first time on the first record date for dividends which occurs after conversion has been effected.
12. The convertible notes shall otherwise be subject to the terms and conditions set out in the full terms and conditions for the convertible notes.
13. The CEO, or the person otherwise appointed by the Board of Directors, shall have the right to make such minor adjustments and clarifications to the resolution as may prove necessary in connection with the registration of the resolution with the Swedish Companies Registration Office and Euroclear Nordics AB.
Majority requirements
A valid resolution under item 7 requires approval of at least two thirds (2/3) of the shares represented and votes cast at the EGM.
Further information
The Board of Directors’ complete proposal and other documents required to be made available pursuant to the Swedish Companies Act will be made available at the Company and on the Company’s website www.acousort.com no later than two weeks before the EGM. The documents will be sent to shareholders who request it and provide their postal address.
The shareholders are reminded of their right of information according to Chapter 7, Section 32 of the Swedish Companies Act.
The Company has its registered office in Lund.
Processing of personal data
For information on how your personal data is processed, see www.euroclear.com/dam/ESw/Legal/Integritetspolicy-bolagsstammor-svenska.pdf.
Lund, October 2026
AcouSort AB (publ)
The Board of Directors
FOR FURTHER INFORMATION ABOUT ACOUSORT, PLEASE CONTACT:
Torsten Freltoft, CEO
Telephone: +45 2045 0854
E-mail: torsten.freltoft@acousort.com
ABOUT ACOUSORT
AcouSort AB (corporate registration number 556824-1037) is an innovative technology company focusing on developing products and solutions for integrated preparation of biological samples. With the help of sound waves, the company's products can separate blood cells, concentrate, purify, and stain cells, exosomes, and bacteria from biological samples. The technology of the company's products is acoustofluidics, where sound waves and microfluidics enable automated handling of samples in a range of application areas, from research on new biomarkers to the development of new diagnostic systems for near-patient testing – so-called Point-of Care (POC) systems. The company's commercialization strategy is based on the already proven business model of providing separation modules to diagnostic system manufacturers for integrated sample preparation as well as to continue the commercialization of the company's research instruments. With the help of the company's products and development of point-of-care tests, new diagnostic systems and treatments are enabled, addressing some of the most challenging disease areas of our time: cancer, infectious diseases, and cardiovascular diseases. AcouSort is listed at Nasdaq First North Growth Market. The company’s Certified Adviser is Tapper Partners AB.