REALFI
Realfiction intends to resolve on a rights issue of units of approximately SEK 36 million, renegotiates outstanding loan with Fenja Capital II A/S and raises a bridge loan with Tellus Equity AB
The Board of Directors of Realfiction Holding AB (“Realfiction” or the “Company”) today announces its intention to resolve on a rights issue of units (shares and warrants of series TO3), with preferential rights for existing shareholders, amounting to initially a maximum of approximately SEK 36 million before deduction of transaction-related costs (the “Rights Issue”). The Rights Issue is covered by an underwriting commitment from Vator Securities AB (“Vator Securities”) amounting to SEK 21.6 million, corresponding to approximately 60 percent of the Rights Issue. Through the attached warrants of series TO3, the Company may in April 2027 receive additional proceeds. The Board of Directors’ resolution and the final terms of the Rights Issue, including the subscription price, are expected to be announced on October 1, 2026. The Board of Directors’ intention to resolve on the Rights Issue is subject to approval to amend the Articles of Association at an extra general meeting planned to be held on September 23, 2026 (“EGM 1”). The notices of EGM 1 and EGM 2 (as defined below) will be announced in separate press releases. The Board of Directors intends to resolve on the Rights Issue, issue of units to the underwriter Vator Securities and warrants to Fenja Capital II A/S (“Fenja Capital”), based on the authorization granted from the annual general meeting 2026. Realfiction intends to use the net proceeds from the Rights Issue, after repayment of part of the loan of SEK 4 million that the Company raised from Fenja Capital in May 2025, to finance the next stage of the commercialization of its Directional Pixel TechnologyTM (“DPT”). In connection with the Rights Issue, the Company has also renegotiated the outstanding loan from Fenja Capital. As part of the renegotiation, Realfiction has undertaken to issue warrants to Fenja Capital, free of charge. In order to fund operations until completion of the Rights Issue, the Company has raised a bridge loan of approximately SEK 2 million from Tellus Equity AB. Furthermore, the Board of Directors will propose a new incentive program for senior management and a shareholder will propose a new incentive program for the Board of Directors at a second extra general meeting also to be held on September 23, 2026 (“EGM 2”) (the “Incentive Programs”). By offsetting parts of future compensation and salary against the program, the Company expects to realize savings of approximately SEK 3.6 million over the next 24 months. The proposed program aims to align the Board of Directors’ and management’s long-term interests with those of the shareholders and support the implementation of the Company’s strategic transition toward a more scalable commercial model. Due to the Rights Issue and Incentive Programs, the Board of Directors has resolved to postpone the publication of the interim report for the third quarter of 2026 to November 30, 2026 instead of November 26, 2026 as previously communicated.