New Investors Commitments Qualify the Directed Share Issue as a "Relevant Share Issue"

REG

Done.ai Group AB (the "Done.ai") announces that it has received new binding subscription commitments exceeding SEK 30 million from Nordic and international investors. As a result, Done.ai's majority shareholder, R-Venture AS ("RV"), has agreed to reduce its previously announced commitment by a corresponding amount, keeping the total guaranteed subscription undertaking at SEK 70 million.

Upon completion, the directed share issue (the "Share Issue") will meet all conditions required to qualify as a "Relevant Share Issue" under Done.ai's recently executed acquisitions and share purchase agreements.

Both RV and the new investors have committed to the Share Issue at a minimum subscription price of SEK 14 per share.

Relevant Share Issue

The classification as a Relevant Share Issue delivers several material benefits to Done.ai. It preserves liquidity by permitting settlement of a substantial portion of acquisition consideration in newly issued shares rather than cash, thereby safeguarding capital for additional growth initiatives and strengthening the balance sheet. By issuing consideration shares to vendors, Done.ai also aligns the interests of these counterparties with those of existing shareholders, encouraging long-term commitment and shared value creation. Moreover, the Share Issue price will establish a minimum conversion price for any deferred consideration shares, providing valuation certainty for all parties and mitigating potential dilution risk in the event of future share-price volatility.

Indicative timetable of bookbuilding

The bookbuilding process (the "Bookbuilding") is expected to commence after publication of Done.ai's Q1 2025 report on 22 May 2025. Further information will be communicated ahead of the formal launch.

Buy and build strategy

The management and board sees an unusually good opportunity to buy technology, talent and excellent growth companies at favorable conditions. Done.ai is actively positioning itself to capitalize on current market conditions and reduced venture funding in the Nordics where capital-constrained tech companies with strong R&D are now available at historically low valuation multiples.

With a strong financial position with over SEK 250 million in cash, annualized revenues in the range of MSEK 245-255 with positive EBITDA and no interest-bearing debt Done.ai is well positioned to capitalize on the strong pipeline of quality acquisition targets and continues to gain interest from new potential target companies. The interest from target companies in participating in long-term value creation through equity-based settlement, provides Done.ai with a unique strategic advantage and significant acquisition power in a favourable market environment.

Pareto Securities AS acts as sole bookrunner and financial advisor to the Company. Advokatfirmaet  BAHR  AS and Gernandt & Danielsson  Advokatbyrå KB serve as legal counsel.

This information is such that Done.ai Group AB is obliged to make public pursuant to the EU Market Abuse Regulation (MAR). The information was submitted for publication, through the agency of the contact person set out below, at 07:30 CEST on 14 May 2025

Datum 2025-05-14, kl 07:30
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