Notice to Extraordinary General Meeting in Logistri Fastighets AB (Publ)

MAR

The shareholders of Logistri Fastighets AB (publ), reg. no. 559122-8654 (“Logistri” or the “Company”), are hereby invited to an extraordinary general meeting on Thursday, 20 November 2025, at 10.00 a.m. at the offices of Advokatfirman Kane at Engelbrektsplan 2 in Stockholm. Registration begins at 09.30 a.m.

RIGHT TO PARTICIPATE

Notification, etc.

Shareholders wishing to attend the meeting shall:

  1. be registered in the share register maintained by Euroclear Sweden AB on Wednesday, 12 November 2025; and
  2. notify their participation in the meeting no later than Tuesday, 18 November 2025.

Notification to attend may be made by e-mail to fredrik.nordquist@advokatkane.se, or by regular mail to Advokatfirman Kane, Att: Fredrik Nordquist, Engelbrektsplan 2, 114 34 Stockholm, (mark the envelope with "Logistri extraordinary general meeting 2025"). The notification shall state name or company name, address, telephone number, personal identity number or corporate identity number and any assistants attending the extraordinary general meeting.

Nominee-registered shares

In order to be entitled to participate in the meeting, a shareholder who has had their shares nominee-registered must, in addition to registering for the meeting, have the shares registered in their own name so that the shareholder is entered into the share register as of 12 November 2025. Such registration may be temporary (so-called voting rights registration) and request for such registration is made to the nominee in accordance with the nominee's procedures at a time as decided by the nominee. Voting rights registrations made no later than 14 November 2025 will be considered in the presentation of the share register.

Proxies and assistants, etc.

Shareholders wishing to attend the meeting in person or by proxy have the right to bring one or two assistants. Shareholders wishing to bring an assistant shall state this in connection with the notification to attend the meeting. Shareholders who are represented by proxy shall issue a written and dated power of attorney for the proxy. If the power of attorney is issued by a legal entity, a copy of a certificate of registration, or if such document does not exist, equivalent authorization documents shall be enclosed. To facilitate registration at the meeting, the original copy of the power of attorney and certificate of registration and other authorization documents should be received by Logistri at the above address no later than 18 November 2025. A power of attorney form is available on the Company's website, www.logistri.se.

PROPOSED AGENDA

  1. Opening of the meeting.
  2. Election of chairman of the meeting.
  3. Preparation and approval of the voting list.
  4. Approval of the agenda.
  5. Election of one or two persons to verify the minutes.
  6. Determination on whether the meeting has been duly convened.
  7. Resolutions on issuance of warrants.
  8. Closing of the meeting.

Election of chairman of the meeting (item 2)

Denise Voorn, member of the Swedish bar association, is proposed to be elected as chairman of the extraordinary general meeting.

Resolution to issue of warrants (item 7)

The board of directors proposes that the general meeting resolve on a directed issue of a maximum of 8,000,000 warrants, entailing an increase in the share capital upon full exercise of a maximum of SEK 800,000. The following conditions shall otherwise apply to the resolution.

(i) The right to subscribe for the warrants shall vest in Logistri Fastighets AB (publ). The reasons for the deviation from the shareholders' preferential rights are that the company intends to use the warrants as payment for part of the purchase price for the company Egenlokal Projektbolag 116 AB, reg. no. 559513-8081, and thereby indirectly the companies Egenlokal Projektbolag 118 AB, reg. no. 559513-8107, and Egenlokal Projektbolag 120 AB, reg. no. 559513-8123, as well as the properties Ludvika Gonäs 1:178 and Ludvika Gonäs 1:181 pursuant to the share transfer agreement entered into with Torngrund Group AB, according to the announcement from the Company on 30 October 2025 (Logistri enters into agreement with Torngrund Group AB regarding the acquisition of Hitachi Energy Sweden AB's logistics centre in Ludvika), by the Company transferring to Torngrund Group AB the number of warrants whose total subscription price upon exercise correspond to ninety (90) per cent of such purchase price as shall be paid by the Company or by a subsidiary nominated by the Company to Torngrund Group AB upon completion of construction on the properties. Warrants that are not transferred to Torngrund Group AB are intended, following a decision by the Company's board of directors, to be cancelled.

(ii) The subscription price, which has been determined at SEK 16.5 per share as set out below, has been agreed through arm's length negotiations between the Company and Torngrund Group AB, and the board of directors therefore notes that the issue is commercially justified and is being carried out on market terms, and that the issue proposed by the board of directors with subsequent transfer of the warrants is the most advantageous alternative for the Company to complete the acquisition. Shareholders are advised that the determined subscription price of SEK 16.5 per share may deviate from the Company's future valuation at the time of exercise of the warrants, which in the board's assessment is commercially justified and corresponds to market terms in accordance with what is stated above.

(iii) SEK zero (0) shall be paid for each warrant. The basis for the subscription price is the market value of the warrants.

(iv) Subscription for the warrants shall take place within two (2) weeks from the date of the issue resolution.

(v) The board of directors has the right to extend the subscription period and the time for payment.

(vi) The warrants entail the right to subscribe for class B shares. Subscription for class B shares by virtue of warrants shall be possible on one or more occasions from the time the warrants are registered with the Swedish Companies Registration Office until and including 31 December 2028, or until and including such earlier date as may follow from the special terms and conditions, pursuant to item 6 below, at a price of SEK 16.5 per class B share. The share premium shall be transferred to the Company's unrestricted share premium reserve. Payment for the subscribed class B shares shall be made immediately, and the board of directors has the right to, in accordance with the provisions of Chapter 14, Section 48 of the Swedish Companies Act (2005:551), allow payment to be made by way of set-off.

(vii) The warrants shall otherwise be subject to customary recalculation provisions etc. according to terms and conditions set out in 2025/2028.

(viii) The new shares that may be issued through exercise of warrants shall entitle the holder to dividends for the first time on the record date for dividends that occurs closest after the date upon which the shares have been registered with the Swedish Companies Registration Office and been entered in the share register maintained by Euroclear Sweden AB.

(ix) The board of directors, the chief executive officer or any person otherwise appointed by the board of directors, shall be authorized to make such minor adjustments and clarifications to the meeting's resolution as may prove necessary in connection with registration with the Swedish Companies Registration Office and Euroclear Sweden AB.
Existing shareholders who together represent approximately 29 per cent of the shares and 29 per cent of the votes in the Company (taking into account the issue of 16,600,002 new class B shares that the board of directors resolved on 8 October 2025 pursuant to authorization and the issue of 6,733,332 new class B shares that the general meeting resolved on 27 October 2025) have undertaken to vote in favor of the board's proposal.

Documents pursuant to Chapter 14, Section 8 of the Swedish Companies Act have been prepared.

Majority requirements

For a valid resolution pursuant to the board's proposal under item 7 on the agenda, shareholders representing at least two-thirds of both the votes cast and the shares represented at the meeting must approve the resolution.

Number of shares and votes

At the time of issuing the notice, there are a total of 96,683,334 shares in the Company, of which 7,335,000 class A shares and 89,348,334 class B shares. Each class A share entitles to one (1) vote and each class B share entitles to one-tenth (1/10) of a vote.

Right to information

The board of directors and the chief executive officer shall, if any shareholder so requests and the board of directors considers that it can be done without material harm to the Company, provide information about circumstances that may affect the assessment of a matter on the agenda.

Documents

Documents that shall be available pursuant to the Swedish Companies Act are kept available on the Company's website, www.logistri.se.

Processing of personal data

In connection with the notification, the Company will process the personal data requested as above regarding shareholders. The personal data collected from the share register, notification of participation at the extraordinary general meeting and information about proxies and assistants will be used for registration, preparation of the voting list for the extraordinary general meeting and, where applicable, the minutes of the meeting. The personal data will only be used for the extraordinary general meeting. For further information about how your personal data is processed, please refer to the privacy policy available on Euroclear Sweden AB's website: https://www.euroclear.com/dam/ESw/Legal/Integritetspolicy-bolagsstammor-svenska.pdf.

______________________

Stockholm, October 2025

The Board of Directors

in

Logistri Fastighets AB (publ)

For further information, please contact

David Träff, Chief Executive Officer

Logistri Fastighets AB (publ)

Telephone: +46 (0) 70 089 04 66

david.traff@logistri.se

Joachim Carlsson, CFO

Logistri Fastighets AB (publ)

Telephone: +46 (0) 79 359 87 18

joachim.carlsson@logistri.se

Datum 2025-10-31, kl 13:15
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