NOT FOR DISCLOSURE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR TO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SINGAPORE, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE THE DISCLOSURE, PUBLICATION OR DISTRIBUTION OF THIS PRESS RELEASE WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR OTHER MEASURES UNDER APPLICABLE LAWS AND REGULATIONS. PLEASE REFER TO ‘IMPORTANT INFORMATION’ AT THE END OF THE PRESS RELEASE.
Teneo AI AB (publ) (“Teneo" or the “Company") hereby announces that subscription and allotment have been completed in the directed share issues to Capital Four, Arpeggio AB (“Arpeggio") and SEB-Stiftelsen, Skandinaviska Enskilda Bankens Pensionsstiftelse (“SEB-Stiftelsen"), as well as Pareto Securities AB (“Pareto Securities") (together, the “Directed Issues") as resolved by the extraordinary general meeting on 10 September 2026. Payment in all three Directed Issues was made by setting off the respective subscribers’ claims against the Company. The Directed Issues were carried out as part of the refinancing agreement announced by the Company on 27 July 2026, which also included the rights issue of approximately SEK 74 million resolved by the board of directors of Teneo on 10 August 2026 (the “Rights Issue" and, together with the Directed Issues, the “Refinancing"). The Refinancing has thus been completed, meaning that the Company’s interest-bearing debt has been eliminated in its entirety.
Background
Teneo announced in a press release on 27 July 2026 that the Company had reached an agreement with its lender, Capital Four, on a comprehensive restructuring of the Company’s total senior loan financing of approximately SEK 290 million, including accrued interest, and that the Company had entered into an agreement with the holders of a subordinated loan of SEK 25 million to set off this loan against shares in the Company.
Furthermore, the Company announced in a press release on 10 August 2026 that the Company’s board of directors had resolved to carry out the Rights Issue, which formed a central part of the agreement with the lenders. In connection with the announcement of the Rights Issue, the Company also convened an extraordinary general meeting to, amongst other things, resolve on the Directed Issues.
In connection with the announcement of the Rights Issue, the Company entered into an underwriting agreement with Pareto Securities for a total of approximately SEK 59.5 million, corresponding to approximately 80 per cent of the Rights Issue. Under the underwriting agreement, the underwriting fee payable to Pareto Securities amounts to 9 per cent of the guaranteed amount in the case of cash payment, or 12 per cent of the guaranteed amount in the case of payment in the form of shares in the Company, or a combination thereof.
The Rights Issue has now been carried out and the extraordinary general meeting approved the Directed Issues in accordance with the board’s proposal.
Completion of the Refinancing
Subscription and allotment in the Directed Issues have now been completed, whereby Capital Four has subscribed for and been allotted 939,642,102 shares, Arpeggio and the SEB Foundation have subscribed for and been allotted 76,289,999 and 135,626,665 shares respectively, and Pareto Securities has subscribed for and been allotted 18,480,000 shares. Payment in all three Directed Issues was made by way of set-off against the respective subscribers’ claims against the Company.
Through the completion of the Directed Issues, all conditions for the entry into effect of the agreement with Capital Four have been satisfied,1 meaning that the debt to Capital Four has been settled in its entirety. Capital Four does, however, retain a right to a future profit share of SEK 25,000,000, to be paid out of the first SEK 25,000,000 realised upon a sale of the Company or another transaction that generates value for the shareholders.
The Refinancing has thus been completed, and the Company’s interest-bearing debt has been eliminated in its entirety.
Number of shares and share capital
As a result of the Directed Issues, the Company’s share capital increases by a total of SEK 57,676,489.30, from SEK 97,237,217.46 to SEK 154,913,706.76, and the number of shares in the Company will increase by a total of 1,170,038,766 shares, from 1,972,576,960 shares to 3,142,615,726 shares.2
Advisers
Pareto Securities is Sole Manager and Bookrunner, Advokatfirman Schjødt is acting as legal adviser to Teneo, and Advokatfirman Lindahl is acting as legal adviser to Pareto Securities in connection with the Rights Issue and the Refinancing.
1 Subject to the remaining registration of the Directed Issues with the Swedish Companies Registration Office. Such registration is expected to take place within a couple of working days.
2 In connection with the registration of the Directed Issues with the Swedish Companies Registration Office, a reduction in share capital of SEK 56,000,000 will also be carried out for allocation to non-restricted equity, in accordance with the resolution passed at the extraordinary general meeting on 10 September 2026.
For further information, please contact:
Per Ottosson, CEO, Teneo.ai
Email: per.ottosson@teneo.ai
About Teneo AI AB
Teneo.ai (SSME:TENEO) delivers the most advanced Agentic AI solutions for contact center automation—helping enterprises resolve customer inquiries faster, reduce wait times, and elevate service quality. Our AI Agents achieve up to 99% accuracy, automate over 60% of interactions, and enable up to 50% in operational cost savings.
Trusted by global leaders, the Teneo platform combines Conversational AI, Generative AI, and Large Language Models to drive measurable improvements in containment, first contact resolution (FCR), CSAT, NPS, and overall CX efficiency.
Teneo-powered AI Agents handle millions of conversations daily across voice and digital channels with enterprise-grade scalability and performance. Our patented technology integrates seamlessly with leading CCaaS and CX platforms—including Genesys, Five9, Microsoft, AWS, Google, and NICE—maximizing automation without disrupting existing workflows.
We make your AI Agents the smartest—delivering consistent, human-like experiences that accelerate growth and ROI.
Teneo.ai is listed on Nasdaq First North Growth Market in Stockholm with short name TENEO. Redeye Nordic Growth AB is the Company's Certified Adviser.
Learn more at www.teneo.ai/investors.
Important information
The information in this press release is not intended for publication, release or distribution, directly or indirectly, in or to the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore or South Africa, or in any other country or jurisdiction where this would be unlawful or would require a prospectus or further information documents, registration or other measures than those required under Swedish law. This press release is for information purposes only and does not constitute an offer to sell or issue, or an invitation to purchase or subscribe for, any of the securities described herein (collectively, the “Securities") or any other financial instrument in Teneo. No reliance should be placed on the information contained in this press release or on its accuracy or completeness. The offers are not being made to, and application forms are not being accepted from, subscribers (including shareholders), or persons acting on behalf of subscribers, in any jurisdiction where such subscription applications would contravene applicable laws or regulations or would require the preparation or registration of a prospectus or additional information documents, or the taking of other measures beyond those required under Swedish law. Any action in breach of these restrictions may constitute a breach of applicable securities legislation. None of the Securities have been or will be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act"), or under the securities laws of any state or other jurisdiction in the United States, and may not be offered, pledged, sold, delivered or otherwise transferred, directly or indirectly, except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in accordance with other applicable securities legislation. There will be no public offering of any Securities in the United States. In the United Kingdom, this press release is directed at and is being communicated only to persons who are “qualified investors" (as defined in paragraph 15 of Schedule 1 to the Public Offers and Admissions to Trading Regulations 2024) and who: (i) have professional experience in investment matters and fall within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), (ii) are high-net-worth entities falling within Article 49(2)(a)–(d) of the Order, or (iii) are persons to whom an invitation or inducement to participate in investment business (within the meaning of section 21 of the Financial Services and Markets Act 2000) may otherwise lawfully be communicated or caused to be communicated (all such persons being collectively referred to as “Relevant Persons"). Persons in the UK who are not Relevant Persons must not act on or rely on the information in this press release or use it as a basis for taking any action. In the UK, any investment or investment activity to which this press release relates is available only to, and will be undertaken only with, Relevant Persons. Persons who are not Relevant Persons must not act on or rely on this press release or any of its contents. This press release contains certain information that reflects Teneo’s current views on future events and financial and operational developments. Words such as ‘intends’, ‘believes’, ‘expects’, ‘may’, ‘plans’, ‘estimates’ and other expressions that imply indications or predictions regarding future developments or trends, and which are not based on historical facts, constitute forward-looking information and reflect Teneo’s views and expectations and involve a number of risks, uncertainties and assumptions that may cause actual events and results to differ materially from any expected future events or performance expressed or implied by the forward-looking statement. The information contained in this press release is subject to change without prior notice and, except as required by applicable law, Teneo assumes no responsibility or obligation to publicly update or revise any of the forward-looking statements contained therein, nor does it intend to do so. Readers of this press release should not place undue reliance on forward-looking statements, which speak only as at the date of this press release. As a result of these risks, uncertainties and assumptions, you should not place undue reliance on forward-looking statements, which speak only as at the date of this press release.