2025-12-16 AAC Clyde Space AB (publ)
The shareholders of AAC Clyde Space AB, reg. no. 556677-0599 (the "Company"), are hereby invited to attend the extraordinary general meeting on Friday 2 January 2026 at 14:00 CET at the Company's premises at Dag Hammarskjölds väg 48 in Uppsala, Sweden.

Notification

Shareholders who wish to participate in the meeting must:

1. be listed in the share register maintained by Euroclear Sweden AB on the record date, which is Thursday 18 December 2025; and
2. notify the Company of their participation and any assistants by Monday 29 December 2025 at the latest. Notification may be made in writing to Setterwalls Advokatbyrå AB, att: Eric Torstensson, Box 1050, 101 39 Stockholm, Sweden, or by email to eric.torstensson@setterwalls.se.

The notification must state the full name, personal identification number or corporate registration number, address, daytime telephone number and, where applicable, information about representatives, proxies and assistants. The number of assistants may not exceed two. To facilitate admission to the meeting, the notification should, where applicable, be accompanied by powers of attorney, registration certificates and other authorisation documents.

Personal data obtained from the share register maintained by Euroclear Sweden AB, notification and participation in the meeting, and information about representatives, proxies and assistants will be used for registration, preparation of the voting list for the meeting and, where applicable, the minutes of the meeting.

Nominee-registered shares

Shareholders who have had their shares registered with a nominee must, in order to be entitled to participate and vote for their shares at the meeting, request temporary entry in the share register maintained by Euroclear Sweden AB (so-called voting rights registration). The shareholder must notify the nominee of this well in advance of Thursday 18 December 2025, when such registration must be completed. However, voting rights registration requested by shareholders in such time that the registration has been made by the nominee no later than Monday 22 December 2025 will be taken into account in the preparation of the share register.

Proxies

Shareholders represented by a proxy shall issue a written power of attorney signed and dated by the shareholder for the proxy. If the power of attorney is issued by a legal entity, a copy of the registration certificate shall be attached or, if such a document is not available, a corresponding authorisation document. Proxy forms for shareholders who wish to participate in the meeting through a proxy are available on the Company's website, https://www.aac-clyde.space. The original proxy form must also be presented at the meeting.

Proposed agenda

1. Election of chairman for the meeting;
2. Preparation and approval of the voting list;
3. Approval of the agenda;
4. Election of one (1) or two (2) persons to verify the minutes;
5. Determination of whether the meeting has been duly convened;
6. Resolution on approval of the board of directors' resolution on issue of new shares with deviation from the shareholders preferential rights;
7. Resolution on approval of the board of directors' resolution on issue of warrants with deviation from the shareholders' preferential rights;
8. Resolution on an authorization for the board of directors to increase the share capital; and
9. Closing of the meeting.

Proposed resolutions

Item 1. Election of Chairman of the meeting

The board of directors proposes that Daniel Öhvall, Setterwalls Advokatbyrå, be elected as chairman of the meeting, or if he is unable to attend the meeting, any other person proposed by the board of directors.

Item 6. Resolution on approval of the board of directors' resolution on issue of new shares with deviation from the shareholders' preferential rights

The board of directors proposes that the extraordinary general meeting resolves to approve the board of directors' resolution of 15 December 2025, subject to approval by the extraordinary general meeting, on a new issue of not more than 590,228 shares against payment in cash, with deviation from the shareholders' preferential rights, entailing an increase of the share capital with not more than SEK 1,180,456. The resolution shall otherwise be governed by the following terms and conditions.

1. The right to subscribe for the newly-issued shares shall, with deviation from the shareholders' preferential rights, be granted to Bonnier Capital AB. The reasons for deviating from the shareholders' preferential rights are (i) that a rights issue would take significantly longer to implement and entail a higher risk of a negative effect on the share price, especially in light of the current volatile and challenging market conditions, (ii) that the implementation of a directed share issue can be done at a lower cost and with less complexity than a rights issue, and (iii) to diversify and strengthen the company's shareholder base with an institutional and qualified investor.
2. A subscription price of SEK 84.13 shall be paid for each share. The share premium shall be transferred to the unrestricted premium reserve.
3. Subscription for the newly-issued shares shall take place on the date of the resolution to issue new shares. Payment for the shares subscribed for shall be made within three business days from the approval of the issue and subject to the condition in item five below being fulfilled.
4. The board of directors shall be entitled to extend the subscription period and the time for payment.
5. Allotment and registration of the new shares with the Swedish Companies Registration Office shall be conditional upon the necessary permits and approvals for the new share issue having been obtained from the Swedish Inspectorate of Strategic Products (Sw. Inspektionen för strategiska produkter) (the "ISP"), including, as applicable, a decision to take no action on a notification, or upon ISP otherwise having determined that no notification of the new share issue is required.
6. The new shares shall entitle to dividends from and including the first record date for dividends decided after the new shares have been registered with the Swedish Companies Registration Office and entered in the share register kept by Euroclear Sweden AB.
7. This issue resolution is conditional upon the general meeting also resolving to approve the board of directors' issue resolution to issue warrants, adopted on the same day, as stated in item 7 of the agenda.
8. The chairman of the board of directors, the managing director, or anyone authorised by the board of directors, shall have the right to make any minor adjustments required in order to register this resolution.

Item 7. Resolution on approval of the board of directors' resolution on issue of warrants with deviation from the shareholders' preferential rights

The board of directors proposes that the extraordinary general meeting resolves to approve the board of directors' resolution of 15 December 2025, subject to approval by the extraordinary general meeting, to issue a maximum of 700,000 warrants with deviation from the shareholders' preferential rights, entailing an increase of the share capital of not more than SEK 1,400,000 upon full exercise. The resolution shall otherwise be governed by the following terms and conditions.

1. The right to subscribe for the warrants shall, with deviation from the shareholders' preferential rights, be granted to Bonnier Capital AB. The deviation from the shareholders' preferential rights is justified by the fact that the warrants are issued as part of a unit together with shares under the board of directors' concurrently resolved new share issues to Bonnier Capital AB.
2. The warrants are issued free of charge.
3. Subscription for the warrants shall take place on the date of the resolution to issue warrants.
4. The board of directors is entitled to extend the subscription period.
5. Subscription for new shares by virtue of the warrants may take place from 1 April 2026 up to and including 31 December 2026. Any share premium shall be allocated to the unrestricted share premium reserve.
6. Each warrant entitles the holder to subscribe for one (1) new share in the Company against cash payment at a subscription price corresponding to the volume-weighted average price paid for the Company's shares on Nasdaq First North Premier Growth Market during the sixty (60) trading days that precede the notification of subscription of new shares, with a discount of ten percent (10%). The subscription price may never be less than the quota value of the company's shares.
7. The terms and conditions applicable to the warrants shall be those set out in the board of directors' full resolution, including customary conversion terms.
8. This issue resolution is conditional upon the general meeting also resolving to approve the board of directors' issue resolution to issue shares, adopted on the same day, as stated in item 6 of the agenda.
9. The chairman of the board of directors, the managing director, or anyone authorized by the board of directors, shall have the right to make any minor adjustments required in order to register this resolution.

Item 8. Resolution on an authorization for the board of directors to increase the share capital

The board of directors proposes that the general meeting resolves on an authorization for the board of directors to - for the period up to the next annual general meeting and at one or more occasions - resolve upon issuance of new shares, warrants and/or convertible debentures. Payment may be made in cash, in kind, through set-off of claims or otherwise be conditional. The Company's share capital may by support of the authorization be increased by an amount corresponding to 20 percent of the share capital and number of shares in the Company as of on the date the board of directors make use of the authorization. Deviation from the shareholders' preferential rights shall be allowed in situations where a directed issue is deemed more appropriate for the Company due to timing, commercial or similar reasons, and in order to enable acquisitions.

The chairman of the board of directors, the managing director, or anyone authorized by the board of directors, shall have the right to make any minor adjustments required in order to register this resolution.

Special majority

For valid resolutions under items 6-8, the proposals must be supported by shareholders representing at least two-thirds of both the votes cast and the shares represented at the meeting.

Number of shares and votes in the Company

At the time of issuing this notice, there are a total of 6,507,676 outstanding shares and votes in the Company. The Company does not hold any of its own shares.

Shareholders' right to request information

Pursuant to Chapter 7, Section 32 of the Swedish Companies Act, the board of directors and the managing director shall, if any shareholder so requests and the board of directors considers that it can be done without material damage to the Company, provide information on circumstances that may affect the assessment of an item on the agenda.

Documents

Documents to be considered at the meeting will be available at the Company's office no later than two weeks before the meeting and will be sent free of charge to shareholders who so request and provide their postal address. The documents will also be available on the Company's website, www.aac-clyde.space, no later than this date. All of the above documents will also be presented at the meeting.

_______

AAC Clyde Space AB

Uppsala, December 2025

The board of directors

FOR MORE INFORMATION:
Please visit: www.aac-clyde.space or contact:
Chairman of the Board Rolf Hallencreutz, investor@aac-clydespace.com
CFO and Deputy CEO Mats Thideman, investor@aac-clydespace.com, mobile +46 70 556 09 73

ABOUT AAC CLYDE SPACE
AAC Clyde Space develops and supplies technology for small satellites and services that help authorities, companies and organisations access high-quality data from space. We are experts in satellite components, complete satellite missions and data services, and offer comprehensive solutions that transform space data into concrete benefits for society. Our services are used in areas such as weather monitoring, maritime safety, defence, agriculture and forestry.

AAC Clyde Space is headquartered in Uppsala, Sweden, and operates in the United Kingdom, the Netherlands, South Africa and the United States. The company's shares are listed on the Nasdaq First North Premier Growth Market in Stockholm (Ticker: AAC) and on the American OTCQX Market (Symbol: ACCMF). The company's Certified Adviser is DNB Carnegie Investment Bank AB.

Attached files

Läs mer på beQuoted