SOLTECH ENERGY PUBLISHES DOCUMENT CONTAINING TERMS AND CONDITIONS AND INSTRUCTIONS FOR PARTICIPATION IN THE FULLY GUARANTEED RIGHTS ISSUE
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, BELARUS, CANADA, HONG KONG, NEW ZEALAND, RUSSIA, SINGAPORE, SOUTH AFRICA, SWITZERLAND, UNITED KINGDOM, THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, DISTRIBUTION OR PUBLICATION OF THIS PRESS RELEASE MAY BE UNLAWFUL, WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES IN ACCORDANCE WITH APPLICABLE LAW. PLEASE SEE “IMPORTANT INFORMATION” AT THE END OF THIS PRESS RELEASE FOR MORE INFORMATION.
Ahead of the subscription period commencing on 5 October 2026, Soltech Energy Sweden AB (publ) (“Soltech” or the “Company”) today, 2 October 2026, publishes a document containing the terms and conditions and instructions for participation in the Company’s fully guaranteed rights issue of approximately SEK 99 million, which was resolved upon by the board of directors on 27 August 2026 and approved by an extraordinary general meeting on 29 September 2026 (the “Rights Issue”). The document is available on the Company’s website, www.soltechenergy.com, and on Swedbank’s website, www.swedbank.se/prospekt.
Summary of the Rights Issue
· Shareholders registered in Soltech on the record date, 1 October 2026, have preferential rights to subscribe for new shares in proportion to their existing shareholdings. Each existing share held on the record date entitles the holder to three (3) subscription rights. Two (2) subscription rights entitle the holder to subscribe for one (1) new share in the Rights Issue.
· The subscription price has been set at SEK 0.05 per share. No brokerage fee is payable.
· The Rights Issue comprises not more than 1,984,190,890 new shares in the Company.
· The subscription period for the Rights Issue will run from and including 5 October 2026 up to and including 19 October 2026.
Please note that certain banks and nominees may have an earlier deadline for subscription in the Rights Issue.
·Upon full subscription of the Rights Issue, the Company will receive proceeds of approximately SEK 99 million before transaction costs.
· Nordic Capital, through Artim Balance BidCo AB, has undertaken to subscribe for its pro rata share and has also provided a guarantee commitment for the remaining part of the Rights Issue. The Rights Issue is thus fully secured through subscription and guarantee commitments.
Timetable for the Rights Issue
· 5–14 October 2026 - Trading in subscription rights
· 5–19 October 2026 - Subscription period
· 5–28 October 2026 -Trading in paid subscribed shares (Sw. Betalda tecknade aktier)
· 19 October 2026 - Announcement of preliminary outcome of the Rights Issue
· 22 October 2026 - Announcement of final outcome of the Rights Issue
Advisors
SB1 Markets, filial i Sverige acts as Sole Global Coordinator and Bookrunner in connection with the Rights Issue. Snellman Advokatbyrå AB acts as legal advisor in connection with the Rights Issue and related transactions.
Important information
The release, announcement or distribution of this press release may, in certain jurisdictions, be subject to restrictions according to law and recipients of this press release in jurisdictions where this press release has been published or distributed should inform themselves and follow such legal restrictions. The recipient of this press release is responsible for using this press release, and the information contained herein, in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer to sell, or a solicitation of any offer, to acquire or subscribe for any securities issued by the Company in any jurisdiction, where such offer or such invitation would be considered illegal or require registration or other measures. This press release is not for release, distribution or publication, in whole or in part, directly or indirectly, in or into Australia, Belarus, Canada, Hong Kong, New Zealand, Russia, Singapore, South Africa, Switzerland, United Kingdom, the United States or any other jurisdiction in which the release, distribution or publication of this press release may be unlawful, would require registration or any other measures in accordance with applicable law.
The securities referred to herein have not been and will not be registered under the US Securities Act of 1933, as amended (the “Securities Act”), or in accordance with the securities laws of any state or other jurisdiction in the United States, and may not be offered, sold, pledged, delivered or otherwise transferred, directly or indirectly, in or into the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in accordance with applicable state securities laws in the United States. The securities referred to herein have not been approved or disapproved by the United States Securities and Exchange Commission (SEC), any state regulatory authority or any other authority in the United States. Nor have any of the foregoing authorities assessed or expressed their view regarding the securities or the accuracy or completeness of any document. Any representation to the contrary is a criminal offense in the United States. The Company does not intend to register any of the securities referred to herein in the United States or to conduct a public offer of the securities in the United States.
The securities referred to herein have not and will not be registered in accordance with applicable securities law in Australia, Belarus, Canada, Hong Kong, New Zealand, Russia, Singapore, South Africa, Switzerland, or United Kingdom and may not, except in accordance with some exemptions, be offered or sold in or to or for the benefit of any person domiciled, or staying or resident, in Australia, Belarus, Canada, Hong Kong, New Zealand, Russia, Singapore, South Africa, Switzerland or United Kingdom. No public offer of the securities referred to herein will be made in Australia, Belarus, Canada, Hong Kong, New Zealand, Russia, Singapore, South Africa, Switzerland or United Kingdom.
This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 of 14 June 2017 and its delegated and implemented regulations and has not been approved by any regulatory authority in any jurisdiction. The Company has not authorised any offer to the public of securities in any member state of the EEA and no prospectus has been or will be prepared in connection with the Rights Issue.
The communication of this press release and any other related documents or materials have not been approved by an authorised person for the purposes of section 21 of the Financial Services and Markets Act 2000. Accordingly, the communication of such documents and/or materials as a financial promotion is only being made to, and may only be acted upon by, the following persons in the United Kingdom: (i) “investment professionals”, being persons who have professional experience in matters relating to investments as defined in Article 19 (5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”); (ii) high net worth companies and other persons falling within Article 49 (2) of the Order; or (iii) any other persons to whom it may otherwise be lawfully made under the Order (all such persons outlined above together being referred to as “Relevant Persons”). Any investment or investment activity to which this press release relates is available only to, and will be engaged only with, persons in the United Kingdom who are Relevant Persons. Any person who is not a Relevant Person should not act or rely on this press release or any of its contents.
An investment decision in view of the Rights Issue must be made on the basis of all publicly available information relating to the Company and the issued shares. The information contained in this press release is for background purposes only and does not purport to be full or complete. No reliance may thus be placed by an investor on the information in this press release or its accuracy or completeness. This press release does not identify, or purport to identify, the risks (direct or indirect) that may be associated with an investment in the Company or the issued new shares.
This press release does not constitute a recommendation for any investors’ decisions regarding the Rights Issue. Each investor or potential investor should conduct an examination on their own, analysis and evaluation of the business and information described in this press release and any publicly available information. The price and value of the securities can decrease as well as increase. Achieved results do not provide guidance for future results. Neither the contents of the Company’s website nor any other website accessible through hyperlinks on the Company’s website are incorporated into or form part of this press release.
None of the Company or SB1 Markets, filial i Sverige or their related companies or their respective board members, officers, employees, advisers or agents undertake any responsibility to update, supplement, revise or keep the information in this press release current or to provide the recipient of this with additional information that may arise in connection therewith.
Forward-looking statements
This press release contains forward-looking statements relating to the Company’s intentions, assessments or expectations about the Company’s future results, financial position, liquidity, performance, prospects, anticipated growth, strategies and opportunities and the markets in which the Company operates. Forward-looking statements are statements that do not relate to historical facts and may be identified by the inclusion of words such as “consider”, “expect”, “intend”, “estimate”, “anticipate”, “estimate”, “will”, “can”, “presume”, “should”, “could” and, in each case, their negative, or similar expressions. The forward-looking statements in this press release are based on various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that the assumptions reflected in these forward-looking statements are reasonable, it cannot be guaranteed that they will materialize or prove to be correct. Because these statements are based on assumptions or estimates and are subject to risks and uncertainties, the actual results or outcome could differ materially from those set out in the forward-looking statements as a result of many factors. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The Company does not guarantee that the assumptions underlying the forward-looking statements in this press release are free from errors and readers of this press release should not place undue reliance on the forward-looking statements in this press release. The information, opinions and forward-looking statements that are expressly or implicitly contained herein speak only as of the date of this press release and may be subject to change. Neither the Company nor anyone else undertake to review, update, confirm or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this press release, unless this is required under law or regulation.
For more information, please contact:
Leif Göransson, Interim CEO, Soltech Energy Sweden AB
E-mail: leif.goransson@soltechenergy.com
Pontus Andersson, Interim CFO, Soltech Energy Sweden AB
E-mail: info@soltechenergy.com
About Soltech Energy Sweden AB (publ)
Soltech Energy is a full-service provider with market-leading expertise in solar energy, electrical engineering, façades, roofing contracting, charging infrastructure, and advanced energy storage solutions with integrated smart control systems. Soltech Energy Sweden AB (publ) is listed on the Nasdaq First North Growth Market under the ticker symbol SOLT. The Company’s Certified Adviser is DNB Carnegie Investment Bank AB. For more information, visit: https://soltechenergy.com
