Smoltek

Preliminary outcome of the Rights Issue

The preliminary outcome indicates that a total of 68,353,782 shares were subscribed for with and without subscription rights, corresponding to approximately 64.1 percent of the Rights Issue. 64,341,216 shares were subscribed for with subscription rights, corresponding to approximately 60.4 percent of the Rights Issue. In addition, subscription applications for 4,012,566 shares, corresponding to approximately 3.7 percent of the Rights Issue, were received without subscription rights. The previously communicated minimum subscription level of 42,633,254 shares for completion of the Rights Issue has thus been reached. This means that underwriting commitments will be utilized for a preliminary amount of 18,279,472 shares, corresponding to approximately 5.5 MSEK and approximately 17.2 percent of the Rights Issue. The preliminary total subscription therefore amounts to 86,633,254 shares, corresponding to approximately 81.3 percent of the Rights Issue. The Rights Issue is thus expected to provide the Company with gross proceeds of approximately 26.0 MSEK before issue-related costs.

Notice of allocation

Subscribers who applied for shares without subscription rights will be allocated shares in accordance with the principles stated in the information document published by the Company on 4 June 2025. Notices of allocation to those who subscribed without subscription rights are expected to be distributed on 27 June 2025 in the form of settlement notes. Subscribed and allocated shares must be paid in cash in accordance with the instructions on the settlement note. Investors who subscribed through a nominee will receive notice of allocation in accordance with the respective nominee's procedures. Only those who have been allocated shares will be notified.

Final outcome

The above constitutes the preliminary outcome of the Rights Issue and may therefore be subject to change. The final outcome of the Rights Issue is expected to be announced around 26 June 2025.

Advisors

Corpura Fondkommission AB is acting as financial advisor in connection with the Rights Issue. MAQS Advokatbyrå AB is acting as legal advisor to the Company in connection with the Rights Issue.

For further information

Magnus Andersson, CEO Smoltek Nanotech Holding AB

E-mail: magnus.andersson@smoltek.com   

Phone: +46 31 701 03 05

Website: www.smoltek.com/investors/en  

About Smoltek

Smoltek develops new products with disruptive performance, based on nanotechnology, that solve advanced material technology problems in several industrial sectors and is currently active in two business areas: semiconductors and hydrogen. The company protects its unique carbon nanotechnology through an extensive patent portfolio consisting of more than 110 applied for patents, of which 96 are currently granted. Smoltek's share is listed on the Spotlight Stock Market under the ticker SMOL. Smoltek is a development company and forward-looking statements regarding time to market, production volume and price levels should be interpreted as forecasts and not commitments.

Important Information

The publication, disclosure or distribution of this press release may be subject to restrictions by law in certain jurisdictions. Recipients of this press release in jurisdictions where this press release is published or distributed should inform themselves of and comply with such legal restrictions. Recipients of this press release are responsible for using this press release and the information contained herein in accordance with the applicable laws of their respective jurisdictions. This press release does not constitute an offer to acquire or subscribe for shares or other securities issued by the Company, whether from the Company or from anyone else, in any jurisdiction where such offer or invitation would be contrary to applicable laws or would require additional registration or other measures.

This press release is not a prospectus within the meaning of Regulation (EU) 2017/1129 (the "Prospectus Regulation") and has not been approved by any regulatory authority in any jurisdiction. No prospectus has been or will be prepared in connection with the Rights Issue. In each EEA Member State, this announcement is addressed only to "qualified investors" in that Member State as defined in the Prospectus Regulation.

This press release does not constitute an offer or solicitation of an offer to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration, or the application of an exemption from registration, under the U.S. Securities Act of 1933, as amended from time to time (the "Securities Act"), and may not be offered or sold in the United States absent registration, an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of such securities in the United States. The information in this press release may not be released, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, in or into the United States, Australia, Belarus, Hong Kong, Japan, Canada, New Zealand, Russia, Switzerland, Singapore, South Africa, South Korea or any other jurisdiction where such release, publication or distribution of this information would be in violation of applicable regulations or where such action would be subject to legal restrictions or would require additional registration or other measures than those required by Swedish law. Actions in violation of this instruction may constitute a violation of applicable securities laws.

In the United Kingdom, this document, and other materials relating to the securities referred to herein, are being distributed and directed only to, and any investment or investment activity relating to this document is only available to and will only be available to, "qualified investors" who are (i) persons who have professional experience in investment-related activities and who fall within the definition of "professional investors" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) high net worth persons as referred to in Article 49(2)(a)-(d) of the Order (all such persons are collectively referred to as "relevant persons"). Any investment or investment activity to which this announcement relates is only available in the United Kingdom to relevant persons and will only be undertaken with relevant persons. Persons who are not relevant persons should not take any action based on, or act or rely on, this press release.

This press release neither identifies nor purports to identify risks (direct or indirect) that may be associated with an investment in new shares. The information in this press release is only intended to describe the background to the Rights Issue and does not claim to be complete or exhaustive. No representation is made as to the accuracy or completeness of the information in this press release. An investment decision to acquire or subscribe for shares in connection with the Rights Issue may only be made based on publicly available information regarding the Company and the Company's shares.

Failure to follow these instructions may constitute a violation of the Securities Act or applicable laws in other jurisdictions.

Forward-looking statements

This press release contains forward-looking statements that relate to the Company's intentions, assessments or expectations regarding the Company's future results, financial position, liquidity, development, prospects, expected growth, strategies and opportunities and the markets in which the Company operates. Forward-looking statements are statements that do not relate to historical facts and can be identified by their inclusion of expressions such as "believes", "expects", "anticipates", "intends", "estimates", "will", "may", "assumes", "should", "could" and, in each case, the negations thereof, or similar expressions. The forward-looking statements in this press release are based on various assumptions, which in many cases are based on additional assumptions. Although the Company believes that the assumptions reflected in these forward-looking statements are reasonable, there can be no assurance that they will occur or that they are correct. Because these assumptions are based on assumptions or estimates and are subject to risks and uncertainties, actual results or outcomes may, for a variety of reasons, differ materially from those expressed in the forward-looking statements. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this press release through the forward-looking statements. The Company does not warrant that the assumptions underlying the forward-looking statements in this press release are correct and any reader of the press release should not place undue reliance on the forward-looking statements in this press release. The information, beliefs and forward-looking statements expressed or implied herein speak only as of the date of this press release and are subject to change. Neither the Company nor anyone else undertakes to review, update, confirm or publicly announce any revision to any forward-looking statement to reflect events that occur or circumstances that arise with respect to the contents of this press release, unless required by law or Spotlight's rules for issuers.