Freemelt resolves on a fully guaranteed rights issue of approximately SEK 152 million

The Rights Issue in Brief

• The Rights Issue comprises a maximum of 151,799,640 new shares and, if fully subscribed, will provide the Company with approximately SEK 151.8 million before transaction-related costs. The subscription price in the Rights Issue is SEK 1.00 per share, and corresponds to a discount of approximately 30.6 per cent compared to the theoretical price (known as TERP – theoretical ex-rights price) based on the closing price of Freemelt's share on First North Growth Market Sweden on 2 November 2026.
• The Company’s shareholders have preferential rights to subscribe for shares in the Rights Issue, whereby each existing share entitles the holder to one (1) subscription right, and 3 subscription rights entitle the holder to subscribe for 2 new shares.
• The record date for participation in the Rights Issue is 24 November 2026. The last day of trading in the Company’s shares including the right to participate in the Rights Issue is 20 November 2026.
• The subscription period in the Rights Issue will run from 26 November to 10 December 2026.
• Trading in subscription rights is expected to take place on Nasdaq First North Growth Market during the period 26 November to 7 December 2026.
• The Rights Issue is fully covered, up to 100 per cent, by subscription commitments, intentions to enter into subscription commitments and underwriting undertakings.
• The Rights Issue is subject to approval by an extraordinary general meeting to be held on 20 November 2026. Notice of the extraordinary general meeting will be published through a separate press release.
• The net proceeds from the Rights Issue will be used to scale Freemelt’s Manufacturing and Production Systems businesses, supporting capacity expansion, customer project execution, working capital, and the development of a more scalable recurring revenue base.
• No prospectus will be prepared in connection with the Rights Issue. The Company will prepare and publish an information document (the “Information Document”) in accordance with Article 1.4 db of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (the “Prospectus Regulation”).

Background and rationale for the Rights Issue
Freemelt has recently taken the next step in its strategic development, “Chapter 3”, by establishing Manufacturing as a new business area alongside Production Systems.

This development is driven by a clear shift in customer demand. The market for advanced metal additive manufacturing is evolving from technology validation, machine sales and development projects towards industrial applications, qualified component manufacturing and robust regional supply chains. Additive manufacturing is therefore increasingly being used as an industrial production method for critical applications, rather than primarily for prototyping and technology development.

Through its two complementary business areas, Production Systems and Manufacturing, Freemelt can address different customer needs while capturing a larger share of the value chain. Production Systems enables customers, particularly within medtech, and strategic partners outside Europe to build their own manufacturing capacity. Manufacturing offers access to qualified manufacturing capacity and finished components. Freemelt’s Production Systems also enable competitive unit economics in the manufacture of advanced metal components, providing an important foundation for scaling Manufacturing.

Since broadening its strategy, Freemelt has secured two major manufacturing orders from Fusion for Energy (F4E) and the European Spallation Source (ESS), with a combined initial order value of SEK 83 million. These orders provide clear commercial validation of the expanded strategy and demonstrate Freemelt’s transition from technology development to industrial manufacturing and the delivery of qualified components.

The Company will receive approximately SEK 151.8 million before deduction of transaction-related costs, which are estimated to amount to approximately SEK 17 million. The proceeds from the rights issue are intended to accelerate the commercialisation of Freemelt’s Chapter 3 by (1) scaling Manufacturing in a capital-efficient manner and progressively increasing Freemelt’s ability to deliver qualified components and create customer value across a larger part of the production process and value chain. This expansion will be achieved through a combination of existing infrastructure, selective investments linked to specific customer needs and strategic partnerships; and (2) continuing the industrialisation of Freemelt’s technology platform, focusing on greater reliability, productivity, repeatability and cost efficiency in industrial series production. This strengthens both the Production Systems offering and the competitiveness of Manufacturing.

The Rights Issue is expected to fund Freemelt through to positive cash flow, which is expected to be achieved in 2029.

Terms and conditions of the Rights Issue
Those who are registered by Euroclear Nordics AB as shareholders in Freemelt on the record date 24 November 2026, will receive one (1) subscription right for each existing share. The subscription right provides the holder with the preferential right to subscribe for new shares, where 3 subscription rights entitle the holder to subscribe for 2 new shares. In addition, it will be possible for investors to apply for subscription of shares without subscription rights.

The Rights Issue comprises a maximum of 151,799,640 new shares and, if fully subscribed, will provide the Company with approximately SEK 151.8 million before transaction-related costs. The subscription price in the Rights Issue is SEK 1.00 per share and corresponds to a discount of approximately 30.6 per cent compared to the theoretical price (known as TERP – theoretical ex-rights price) based on the closing price of Freemelt's share on First North Growth Market Sweden on 2 November 2026.

The subscription period will run from 26 November 2026 up to and including 10 December 2026. Subscription rights that are not exercised during the subscription period will thereafter expire and lose their value. Trading in subscription rights will take place on Nasdaq First North Growth Market from 26 November 2026 up to and including 7 December 2026, and trading in interim shares (paid subscribed shares, “BTA”) will take place from 26 November 2026 up to and including 16 December 2026.

If not all shares are subscribed for by exercise of subscription rights, the Board of Directors shall, within the framework of the maximum amount of the Rights Issue, resolve on allotment of shares subscribed for without the exercise of subscription rights. In such case, shares shall firstly be allotted to those who have applied for subscription and subscribed for shares by exercise of subscription rights, regardless of whether the subscriber was a shareholder on the record date or not, pro rata in relation to the number of subscription rights that each of them exercised for subscription, secondly to those who have applied for subscription without the exercise of subscription rights, pro rata in relation to their applied interest, and thirdly to those who have entered into guarantee undertakings for the subscription of new shares, in accordance with the terms and conditions of each guarantee undertaking. To the extent allotment according to the above cannot be done pro rata, allotment will be determined by drawing of lots.

Preliminary timetable for the Rights Issue

Changes in share capital, number of shares and dilution
In the event that the Rights Issue is fully subscribed, the number of shares will increase by 151,799,640 from 227,699,462 to 379,499,102. The share capital will increase by SEK 7,589,982.00, from SEK 11,384,973.10 to SEK 18,974,955.10. For existing shareholders who do not participate in the Rights Issue, this will, upon full subscription, result in a dilution effect of approximately 40.0 per cent of the number of shares, votes and share capital in the Company.

Subscription commitments and underwriting commitments
The Company has received subscription commitments from external investors and existing shareholders, including Bengt Julander. Stiftelsen Industrifonden has expressed its intention to enter into a subscription commitment. In addition, Coeli Circulus has expressed its intention to subscribe for its pro rata share in the Rights Issue. Subscription commitments and subscription intentions amount in aggregate to approximately SEK 50 million, corresponding to approximately 33.0 per cent of the Rights Issue. Furthermore, certain members of the Board of Directors of the Company and management, including Daniel Gidlund, Martin Granlund and Roland Kasper have expressed their intention to enter into binding subscription undertakings after the publication of the Company’s interim report for the third quarter of 2026. These statements of intent amount to approximately 1 million, corresponding to approximately 0.7 per cent of the Rights Issue.

In addition, DNB Bank ASA, Schonfeld Global Master Fund L.P., and Anavio Capital Partners LLP have entered into underwriting commitments towards the Company up to approximately SEK 101 million, corresponding to approximately 66.3 per cent of the Rights Issue. DNB Bank ASA has procured sub-underwriting commitments. The Rights Issue is thus covered by subscription commitments, intentions to enter into subscription commitments and underwriting commitments amounting to a total of approximately SEK 151.8 million, corresponding to 100 per cent of the Rights Issue.

DNB Bank ASA’s underwriting commitment is subject to customary termination rights, pursuant to which DNB Bank ASA may, under certain circumstances, terminate its underwriting commitment prior to receipt of any shares in the Rights Issue. Such circumstances include, among other things, incorrect or misleading statements in the Information Document or other documentation relating to the Rights Issue, breach of contract by the Company, as well as force majeure events and material trading restrictions or disruptions to banking systems, in each case provided that the circumstance makes it impossible, impracticable or inadvisable to complete the Rights Issue or could otherwise impair the conditions for the Rights Issue or trading in the Company’s shares.

To the extent the performance by a guarantor of its underwriting commitment means that the investment requires approval by the Inspectorate of Strategic Products (“ISP”) under the Swedish Foreign Direct Investment Screening Act (2023:560) (the “FDI Act”), such part of the underwriting commitment is subject to delayed subscription of shares by the relevant guarantor (i) either selling shares to the extent required to be able to subscribe for additional shares or (ii) applying for approval and receiving notice that the application concerning the investment has been left without action or that approval has been obtained from the ISP.

DNB Bank ASA is the parent company of DNB Carnegie Investment Bank AB (publ) (“DNB Carnegie”), which acts as Sole Global Coordinator and Sole Bookrunner in connection with the Rights Issue.

As compensation for the underwriting commitments, the underwriters will be entitled, at their own election, to receive either a cash fee of 10 per cent of the guaranteed amount or compensation in the form of newly issued shares in the Company corresponding to 12 per cent of the guaranteed amount. Any such shares will be issued on the same terms and conditions as the shares in the Rights Issue, including at the same subscription price as in the Rights Issue.

Lock-up undertakings
In connection with the Rights Issue, shareholding members of the Company's Board of Directors and management team have undertaken, with certain exceptions, not to dispose of shares or other financial instruments in the Company for a period of 180 calendar days after the announcement of the outcome of the Rights Issue. Additionally, the Company will undertake, with certain exceptions, not to carry out or propose any additional issuances of shares or other securities in the Company, without the prior written consent of DNB Carnegie, for a period of 180 calendar days following the announcement of the outcome of the Rights Issue.

Extraordinary General Meeting
The Board of Directors’ resolution regarding the Rights Issue is subject to approval by the extraordinary general meeting to be held on 20 November 2026. Shareholders representing approximately 45.2 per cent of the shares and votes in the Company have undertaken or expressed their intention to vote in favour of the Rights Issue.

Notice of the extraordinary general meeting will be published through a separate press release.

Information Document
Full terms of the Rights Issue and certain information about the Company will be presented in the Information Document, which will be prepared in accordance with Annex IX to the Prospectus Regulation and is expected to be published on or around 25 November 2026.

Information to investors in accordance with the FDI Act
The Company has made the assessment that it conducts protection-worthy activities under the FDI Act. Consequently, an investment in shares in the Rights Issue (other than through the exercise of preferential rights) that results in an investor acquiring a shareholding corresponding to or exceeding a threshold of 10, 20, 30, 50, 65 or 90 per cent or more of the total number of votes in the Company following completion of the Rights Issue must be notified to the ISP prior to the investment, and may not be completed until the ISP has left the notification without action or approved the investment. For more information, please refer to the ISP’s website, www.isp.se, or contact the Company.

Preliminary financial information for the third quarter 2026
The Company has, earlier today, on 2 November 2026, by way of a separate press release, announced preliminary financial information for the third quarter 2026. The full interim report for the period July–September 2026 will be published on 16 November 2026.

Advisors
DNB Carnegie is the Sole Global Coordinator and Sole Bookrunner in connection with the Rights Issue. Advokatfirman Schjødt is legal counsel to the Company in connection with the Rights Issue.

Important information
The information in this press release is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into the United States, Australia, Hong Kong, Israel, Canada, Japan, South Africa, New Zealand, Switzerland, Singapore or any other state or jurisdiction where this would be unlawful or would require additional information documents, prospectuses, registration or other measures beyond those required under Swedish law.

This press release is for information purposes only and does not constitute an offer to sell or issue, purchase or subscribe for any of the securities described herein (together, the “Securities”) or any other financial instrument in Freemelt. This press release is not a prospectus as defined in Regulation (EU) 2017/1129, as amended (the “Prospectus Regulation”), and has not been approved by any regulatory authority in any jurisdiction. No prospectus will be prepared in connection with the Rights Issue. Freemelt will prepare and publish an information document in the form prescribed in Annex IX to the Prospectus Regulation on or around 25 November 2026.

No offer of Securities in connection with the Rights Issue will be made to, and subscription forms will not be accepted from, subscribers (including shareholders), or persons acting on behalf of subscribers, in any jurisdictions where such applications for subscription would contravene applicable laws or regulations or would require additional information documents, prospectuses, registrations or other measures beyond those required under Swedish law. Actions in breach of the restrictions may constitute a violation of applicable securities legislation.

None of the Securities have been or will be registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state or other jurisdiction of the United States, and they may not be offered, pledged, sold, delivered or otherwise transferred, directly or indirectly, except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in accordance with other applicable securities laws. There will be no public offering of any Securities in the United States.

Within the European Economic Area (the “EEA”), no offer of Securities to the public is being made in any country other than Sweden. In other member states of the European Union, such an offer may only be made pursuant to exemptions under the Prospectus Regulation. In other member states of the EEA, such an offer may only be made pursuant to exemptions under the Prospectus Regulation and/or pursuant to an applicable exemption under a relevant national implementing measure.

In the United Kingdom, this press release is directed at and communicated only to persons who are “qualified investors” (as defined in paragraph 15 of Schedule 1 to the Public Offers and Admissions to Trading Regulations 2024) and who: (i) have professional experience in matters relating to investments and fall within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”); (ii) are entities falling within Article 49(2)(a) to (d) of the Order; or (iii) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000) may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “Relevant Persons”). Persons in the United Kingdom who are not Relevant Persons must not act on or rely on the information in this document or use it as a basis for taking any action. In the United Kingdom, any investment or investment activity to which this document relates is available only to, and will be engaged in only with, Relevant Persons.

Freemelt has assessed that the Company conducts protection-worthy activities under the Swedish Act (2023:560) on the Screening of Foreign Direct Investments (the “FDI Act”). This means that investors who attain a certain level of influence in the Company may need to notify investments in the Company to, and obtain approval from, the Swedish Inspectorate of Strategic Products (“ISP”) before such an investment can be completed. For more information, please visit ISP’s website, www.isp.se, or contact Freemelt.

This press release contains certain information that reflects Freemelt’s current views on future events and financial and operational developments. Words such as “intends”, “believes”, “expects”, “may”, “plans”, “estimates” and other expressions indicating or predicting future developments or trends, and which are not based on historical facts, identify forward-looking statements and reflect Freemelt’s beliefs and expectations and involve a number of risks, uncertainties and assumptions that may cause actual events and results to differ materially from any anticipated future events or performance expressed or implied by the forward-looking statement. The information in this press release is subject to change without prior notice and, except as required by applicable law, Freemelt does not undertake any responsibility or obligation to publicly update or review any of the forward-looking statements herein, nor does it intend to do so. You should not place undue reliance on forward-looking statements, which speak only as of the date of this press release. As a result of these risks, uncertainties and assumptions, you should not place undue reliance on these forward-looking statements as a prediction of actual future events or otherwise.