The share

Monitor the performance of the share at NGM.se

The progress of the share capital since the company was founded

År Datum Händelse Förändring antal aktier Totalt antal aktier Förändring aktiekapital (SEK) Totalt aktiekapital (SEK) Kvotvärde (SEK)
1996 3/20/96 Nybildning 2 000 2 000 200 000,00 200 000,00 100,00
2010 7/20/10 Nyemission 20 000 22 000 2 000 000,00 2 200 000,00 100,00
2011 10/29/11 Minskning aktiekapital 22 000 -1 800 000 400 000,00 18,18
2012 3/12/12 Nyemission 75 000 97 000 1 363 635,00 1 763 635,00 18,18
2014 1/23/14 Nyemission 72 464 169 464 1 317 526,25 3 081 161,25 18,18
2014 4/29/14 Minskning aktiekapital 169 464 -1 472 635 1 608 526,25 9,49
2014 6/3/14 Minskning aktiekapital 169 464 -1 100 134 508 392,00 3,00
2014 12/9/14 Nyemission 28 248 197 712 84 744,00 593 136,00 3,00
2014 12/10/14 Nyemission 62 992 260 704 188 976,00 782 112,00 3,00
2015 8/22/15 Nyemission 521 408 782 112 1 564 224,00 2 346 336,00 3,00
2016 3/17/16 Nyemission 2 237 272 3 019 384 6 711 816,00 9 058 152,00 3,00
2016 3/11/16 Minskning aktiekapital 3 019 384 -7 548 460 1 509 692,00 0,50
2016 8/12/16 Nyemission 932 500 3 951 884 466 250,00 1 975 942,00 0,50
2016 12/22/16 Nyemission 375 000 4 326 884 187 500,00 2 163 442,00 0,50
2017 8/9/17 Nyemission 166 666 4 493 550 83 333,00 2 246 775,00 0,50
2017 8/11/17 Nyemission 1 442 294 5 935 844 721 147,00 2 967 922,00 0,50
2018 6/14/18 Nyemission 5 428 609 11 364 453 2 714 304,50 5 682 226,50 0,50
2018 9/5/18 Minskning aktiekapital 11 364 453 11 364 453 -5 114 004 568 222,65 0,05
2018 9/5/18 Apportemission 102 280 077 113 644 530 5 114 003,85 5 682 226,50 0,05
2018 9/5/18 Sammanläggning (1:10) -102 280 077 11 364 453 5 682 226,50 0,50
2019 2/19/19 Apportemission 725 060 12 089 513 362 530,00 6 044 756,50 0,50
2020 10/13/20 Nyemission 12 089 513 24 179 026 6 044 756,50 12 089 513,00 0,50
2020 10/13/20 Minskning aktiekapital -6 044 757 6 044 756,50 0,25
2020 11/30/20 Nyemission 3 000 000 27 179 026 750 000,00 6 794 756,50 0,25
2021 5/12/21 Stundande nyemission 20 384 268 47 563 294 5 096 067,00 11 890 823,50 0,25
2021 6/24/21 Riktad emission garanter 1 739 130 49 302 424 434 782,50 12 325 606,00 0,25
2021 7/1/21 Apportemission 96 334 920 145 637 344 24 083 730,00 36 409 336,00 0,25
2021 7/1/21 Riktad emission (kvittning) 47 108 434 192 745 778 11 777 108,50 48 186 444,50 0,25
2021 7/1/21 Minskning aktiekapital 192 745 778 -28 984 155,90 19 202 288,60 0,0996250
2021 7/20/21 Riktad emission 15 666 666 208 412 444 1 560 790,83 20 763 079,43 0,0996250

The share capital of Sustainable Energy Solutions Sweden Holding AB (publ) amounts to SEK 21,957,610.58, divided into 220,402,725 shares with a quota value of 0.0996250 per share. According to the Articles of Association now registered, the share capital will amount to a minimum of SEK 160,000,000 and a maximum of SEK 640,000,000. The company will have a minimum of 16,000,000 shares and a maximum of 64,000,000 shares. All shares have an equal right to the company's assets and earnings.

The company's shares are denominated in SEK and have been issued in accordance with Swedish law. All shares have the same voting rights. The shares confer a preferential right in the case of future issues. However, the General Meeting may adopt resolutions for directed issues without preferential rights for existing shares. The General Meeting may also adopt resolutions to authorise the Board of Directors to adopt resolutions on issues. There are no restrictions with regard to dividends other than as provided in Swedish law. Each share confers an equal right to dividends and to any surplus in the event of liquidation. Each share confers an equal right to dividends and to any surplus in the event of liquidation. The shares are registered in electronic form in accordance with the record day provision in the Articles of Association. The share register is kept by Euroclear. The share’s ISIN code is SE0011643980. The progress of the share capital from 2011 is shown in the table above.

Share-based incentive programmes

There are currently no specific systems or incentive programmes for acquisition of shares or similar by the personnel.

Convertible programmes

Sustainable Energy Solutions Sweden Holding AB has issued no convertible bonds.

Share warrants

At the time of the new share issue carried out in February 2021, Sustainable Energy Solutions Sweden Holding AB (publ) issued four different series of share warrants, which are described in more detail below.

TO1

There are currently 13,589,512 share warrants of series TO1. Subscription of shares in the company based on share warrants of series TO1 must take place during the period from 17 September 2021 to 30 September 2021.

The subscription price for series TO1 share warrants is determined on the basis of ten (10) trading days’ volume-weighted average prices (VWAP) prior to exercise of the warrant with a discount of twenty-five (25) per cent. However, the subscription price may amount to a minimum of SEK 0.25 per new share for series TO1 and a maximum of SEK 0.85 per new share for series TO1. The amount subscribed for as a result of the share warrants in series TO1 may thus amount to a maximum of SEK 11,551,085.20.

TO2

There are currently 13,589,512 share warrants of series TO2. Subscription of shares in the company based on share warrants of series TO2 must take place during the period from 18 March 2022 to 31 March 2022.

The subscription price for series TO2 share warrants is determined on the basis of ten (10) trading days’ volume-weighted average prices (VWAP) prior to exercise of the warrant with a discount of twenty-five (25) per cent. However, the subscription price may amount to a minimum of SEK 0.25 per new share for series TO1 and a maximum of SEK 1.05 per new share for series TO1. The amount subscribed for as a result of the share warrants in series TO2 may thus amount to a maximum of SEK 14,268,987.60.

TO3

There are currently 1,159,420 share warrants of series TO3. The share warrants of series TO3 have the same conditions as the share warrants of series TO1, except that the share warrants of series TO3 are not admitted to trading on NGM Nordic SME.

The amount subscribed for as a result of the share warrants in series TO3 may thus amount to a maximum of SEK 985,507.00.

TO4

There are currently 1,159,420 share warrants of series TO4. The share warrants of series TO4 have the same conditions as the share warrants of series TO2, except that the share warrants of series TO4 are not admitted to trading on NGM Nordic SME.

The amount subscribed for as a result of the share warrants in series TO4 may thus amount to a maximum of SEK 1,217,391.00.

Dividend policy

The company has no established dividend policy and no dividends have been paid out in the last five years. Any person entered in the share register kept by Euroclear on the record date for dividends is considered eligible to receive dividends. In the event that any shareholder cannot be reached through Euroclear, that shareholder’s claim on the amount of the dividend remains and is limited only by statute of limitation. The amount of the dividend accrues to the company on limitation. There are no restrictions on dividends or specific procedures for shareholders resident outside Sweden and payment is made via Euroclear in the same way as for shareholders resident in Sweden. However, for shareholders who are not resident in Sweden for the purposes of tax law, normal Swedish coupon tax is payable.

Authorisation

The Board of Directors has not asked the Annual General Meeting to authorise the Board of Directors to adopt any resolution on the issue of shares, share warrants and/or convertibles until the next Annual General Meeting, within the limits set out in the Articles of Association, on one or more occasions, with or without deviation from the shareholders’ preferential rights.

Lock-up agreement

There is currently no lock-up agreement.

Trading in the share

Trading in the share takes place on NGM SME with ISIN code share SE0011643980 under the ticker symbol SUST.

Nordic SME

The company’s shares are traded on Nordic SME under the ticker symbol SUST. Trading in the company’s shares can be monitored in real time at www.ngm.se. Nordic SME is a growth market for small and medium-sized companies for listing and trading in shares and equity securities operated by Nordic Growth Market NGM AB. Nordic SME is a growth market for small and medium-sized companies in accordance with MiFID II (Markets in Financial Instruments Directive II). Any investor should bear in mind that shares and equity securities listed on Nordic SME are not listed on a stock exchange and the company is therefore not subject to the same regulations for protection of shareholders as listed companies.

The Stock Market (Takeover Bids) Act (2006:451) or Regulation (EC) No 1606/2002 of the European Parliament and of the Council of 19 July 2002 on the application of international accounting standards (IFRS) therefore do not apply to Nordic SME. It is also possible, under certain circumstances, to list shares or equity securities on an SME without the obligation to issue a prospectus in accordance with the Financial Instruments Trading Act (1991:980).

The Swedish Code of Corporate Governance also does not apply to Nordic SME. On the other hand, Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse and the Swedish Corporate Governance Board’s “Takeover Rules for Certain Trading Platforms" apply.

Trading on Nordic SME takes place in Nordic Growth Markets’ proprietary trading system, Elasticia, which means that all Nordic Growth Markets’ members can trade in the shares. Information on trading, market data, is distributed in real time to Bloomberg, Thomson Reuters, Infront and leading internet portals with a financial focus, among others.

Real-time market data is also available free of charge at www.ngm.se.

At Nordic SME, Nordic Growth Market NGM AB, one of Sweden’s two exchanges holding a permit from the Swedish Financial Supervisory Authority, is responsible for monitoring both listed companies’ disclosure and trading in the companies’ shares.

Mentor

The company has engaged Eminova Fondkommission AB as Mentor at Nordic SME. Eminova’s contact details are as follows:

Eminova Fondkommission AB
adviser@eminova.se
Tel. 08–684 211 10

   
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