LUND, SE / ACCESS Newswire / August 26, 2026 / Alligator Bioscience (STO:ATORX) – Today, on 26 August 2026, an extraordinary general meeting was held in Alligator Bioscience AB. A summary of the adopted resolutions follows below.
Resolution on (A) amendment of the Articles of Association; (B) decrease of the share capital to cover loss; and (C) decrease of the share capital for allocation to unrestricted shareholders’ equity
The meeting resolved to amend § 4 of the Articles of Association so that the limits for the share capital in the company are changed.
The meeting further resolved to decrease the company’s share capital with SEK 112,379,938.92 to cover loss and without the redemption of shares. The meeting also resolved to decrease the company’s share capital with an additional SEK 10,100,896.44 to SEK 3,140,534.24 for allocation to unrestricted shareholders’ equity and without the redemption of shares.
Through the decreases, the share’s quota value decreases from SEK 0.20 to SEK 0.005.
Resolution on amendment of the Articles of Association
The meeting resolved to amend §§ 4-5 of the Articles of Association so that the limits for the share capital and the number of shares in the company are changed. The limits that will finally be registered with the Swedish Companies Registration Office will depend on the number of units subscribed and paid for in the Rights Issue (see definition below).
Resolution on approval of the board of directors’ resolution on rights issue of units
The meeting resolved to approve the board of directors’ resolution of 23 July 2026 on a rights issue of units (the “Rights Issue“). Upon full subscription in the Rights Issue, the company will initially receive approximately SEK 125.6 million before issue costs. Each ordinary share held in the company on the record date for participation in the Rights Issue, 2 September 2026, entitles to five (5) unit rights and one (1) unit right entitles to subscription of one (1) unit at a subscription price of SEK 0.04 per unit, corresponding to a subscription price of SEK 0.02 per ordinary share. The warrants are issued free of charge.
Each unit consists of two (2) ordinary shares, one (1) warrant series TO 15 (“TO 15“) and one (1) warrant series TO 16 (“TO 16“). In total, the Rights Issue comprises a maximum of 3,140,534,240 units, which means that a maximum of 6,281,068,480 ordinary shares, a maximum of 3,140,534,240 TO 15 and a maximum of 3,140,534,240 TO 16 may be issued. The subscription period in the Rights Issue runs during the period from and including 4 September 2026 up to and including 18 September 2026.
One (1) TO 15 entitles the holder the right to subscribe for one (1) new ordinary share in the company at a subscription price corresponding to seventy (70) percent of the volume-weighted average price of the company’s ordinary share on Nasdaq Stockholm during the period from and including 16 December 2026 up to and including 4 January 2027, however not less than the highest of (i) the quota value of the shares or (ii) SEK 0.01. Subscription of shares by exercise of TO 15 shall be made during the period from and including 8 January 2027 up to and including 22 January 2027.
One (1) TO 16 entitles the holder the right to subscribe for one (1) new ordinary share in the company at a subscription price corresponding to seventy (70) percent of the volume-weighted average price of the company’s ordinary share on Nasdaq Stockholm during the period from and including 17 December 2027 up to and including 3 January 2028, however not less than the highest of (i) the quota value of the shares or (ii) SEK 0.01. Subscription of shares by exercise of TO 16 shall be made during the period from and including 7 January 2028 up to and including 21 January 2028.
Resolution on authorization for the board of directors to issue ordinary shares and warrants to guarantors
The meeting resolved to, in order to enable the issuance of units consisting of ordinary shares and warrants as compensation to those who have entered into guarantee commitments (the “Guarantors“) to secure the Rights Issue, authorize the board of directors, for the period until the next annual general meeting, on one or several occasions, with deviation from the shareholders’ preferential rights and with or without provisions regarding set-off or other conditions, to resolve on issue of ordinary shares and warrants to the Guarantors.
Upon exercise of the authorization, the terms and conditions for units shall be the same as in the Rights Issue, meaning that each unit shall consist of two (2) ordinary shares, one (1) warrant series TO 15 and one (1) warrant series TO 16, including the subscription price in the Rights Issue.
The purpose of the authorization and the reason for the deviation from the shareholders’ preferential rights is to be able to carry out an issue of units as compensation to the Guarantors. The number of ordinary shares and warrants that may be issued pursuant to the authorization may not exceed the total number of ordinary shares and warrants corresponding to the agreed underwriting fee that the company has to pay to the Guarantors.
Resolution on authorization for the board of directors to issue warrants
The meeting resolved to authorize the board of directors to, on one occasion during the period until the next annual general meeting, with deviation from the shareholders’ preferential rights, resolve to issue warrants. The warrants shall be issued free of charge.
The purpose of the authorization as well as the reasons for the deviation from the shareholders’ preferential rights and the warrants being issued free of charge is to enable an issue of warrants to Fenja Capital II A/S as part of the restructuring of the company’s existing loan agreement with Fenja Capital II A/S as described in the company’s press release from 23 July 2026.
Lund on 26 August 2026
Alligator Bioscience AB (publ)
For further information, please contact:
Søren Bregenholt, CEO
E-mail: soren.bregenholt@alligatorbioscience.com
Phone: +46 (0) 46 540 82 00
The information was submitted for publication, through the agency of the contact person set out above, at 11:30 a.m. CEST on 26 August 2026.
Attachments
Bulletin from the extraordinary general meeting in Alligator Bioscience AB
SOURCE: Alligator Bioscience
View the original press release on ACCESS Newswire
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