The shareholders of Formpipe Software AB (publ), company reg. no. 556668-6605, (the “Company”) are hereby invited to attend the Extraordinary General Meeting (“EGM”) to be held on Wednesday, 17 September 2025 at 16.00 at the Company’s premises at Sveavägen 168, Stockholm.
The Board has resolved that shareholders shall have the right to exercise their voting rights in advance through postal voting pursuant to § 11 in the Company’s Articles of Associations.Therefore, shareholders may choose to exercise their voting rights at the EGM by attending by postal voting, in person or through a proxy.
Participation by postal voting
Shareholders who wish to participate in the EGM by postal voting must:
- both be registered in the register of shareholders maintained by Euroclear Sweden AB per Tuesday, 9 September 2025, and
- notify their intention to participate by submitting their postal vote in accordance with the instructions below, on Thursday, 11 September 2025 at the latest.
A special form must be used for the postal vote. The form for postal voting is available on the Company’s website, https://ir.formpipe.com/agm/extraordinary-general-meeting-2025/ and can also be sent by mail to shareholders at the request by e-mail to proxy@computershare.se. Submitting of the postal voting form in accordance with the below will be considered as notice of attendance. Completed and signed forms for postal voting shall be sent by mail to Computershare AB, ”Formpipe Software AB’s EGM 2025”, Gustav III:s Boulevard 34, 169 73 Solna, Sweden and must be received by Computershare AB on Thursday 11 September 2025 at the latest. Postal voting form may also be submitted electronically by verification through BankID in accordance with instructions at the Company’s website, https://ir.formpipe.com/agm/extraordinary-general-meeting-2025/, or by sending the completed form for postal voting by e-mail to proxy@computershare.se together with power of attorney and other documentation of authority. Shareholders may not add special instructions or conditions to the postal vote. If so, the entire postal vote is invalid. Further instructions and conditions can be found in the postal voting form.
Those who wish to withdraw a submitted postal vote and instead exercise their voting rights by participating in the EGM in person or through a proxy must give notice thereof to the EGM’s secretariat prior to the opening of the EGM.
Participation in person
Shareholders who wish to participate in the EGM in person must:
- both be registered in the register of shareholders maintained by Euroclear Sweden AB per Tuesday, 9 September 2025, and
- notify their intention to participate to the Company, at the address Computershare AB, ”Formpipe Software AB’s EGM 2025”, Gustav III:s Boulevard 34, 169 73 Solna, Sweden, by e-mail to proxy@computershare.se (state ”EGM 2025” in the subject line), or by telephone +46 771 246 400, on Thursday, 11 September 2025 at the latest. When giving notice of participation, the shareholder shall state name, personal identification number or company registration number, telephone number and number of shares represented.
Participation by proxy
Shareholders who are represented by proxy must issue a written, signed and dated power of attorney. The power of attorney in the original form shall be submitted to the Company at the above address well in advance of the EGM. A proxy form is available at the Company’s website, https://ir.formpipe.com/agm/extraordinary-general-meeting-2025/. If the shareholder is a legal entity, a certificate of registration (or corresponding authorisation documents for a foreign legal entity) must be attached to the form.
Nominee-registered shares
For shareholders who have their shares nominee-registered through a bank or other nominee, the following applies in order to be entitled to participate in the EGM. In addition to giving notice of participation (or submitting their postal vote), such shareholder must re-register its shares in its own name so that the shareholder is registered in the share register kept by Euroclear Sweden AB as of the record date on Tuesday, 9 September 2025. Such re-registration may be temporary (so-called voting rights registration). Shareholders who wish to register their shares in their own name must, in accordance with the respective nominee’s routines, request that the nominee make such registration. Voting rights registration that have been requested by the shareholder at such time that the registration has been completed by the nominee no later than on Thursday, 11 September 2025 will be considered when preparing the share register.
Number of shares and voting rights
At the time of issue of this notice, there are a total of 54,258,121 outstanding shares and votes in the Company. The Company does not hold any treasury shares.
Proposed Agenda
- Opening of the EGM and election of Chairperson of the EGM
- Establishment and approval of the voting list
- Approval of the agenda
- Election of one or two persons to verify the minutes
- Determination whether the EGM has been duly convened
- Resolution regarding approval of divestment of the Company’s Public Sector business area
- Closing of the EGM
Election of Chairperson of the EGM (item 1)
The Company’s Chairperson of the Board, Annikki Schaeferdiek, is proposed as Chairperson of the EGM.
Resolution regarding approval of divestment of the Company’s Public Sector business area (item 6)
The board of directors of the Company (the “Board”) proposes that the EGM resolves to approve the sale of the Company’s Public Sector business area to a holding company of STG (“STG” or the “Purchaser”) in accordance with the below.
On 18 August 2025 the Company announced that it had entered into an agreement with STG relating to the sale of the Company’s Public Sector business area (the “Transaction”). The Transaction includes all assets of the Public Sector business area (collectively, “Formpipe Public”), and is effected through a sale of the newly established subsidiary Formpipe Sverige AB, to which Formpipe Public will be transferred prior to completion of the Transaction.
Founded in 2004, the Company is a prominent case and document management software provider catering to both the public and private sector through Formpipe Public and the Lasernet business area (“Lasernet”), respectively. Formpipe Public and Lasernet have, over time, grown and evolved into two separate units that now are mature enough to continue to develop stand-alone. Over the past few years, the Board has evaluated several different strategic options for the development of the Company, Formpipe Public and Lasernet. The Board has discussed with a handful of potential suitors for Formpipe Public, and, after careful consideration, concluded that the proposed divestment of Formpipe Public to STG is in the best interest of the Company, the Company’s shareholders, and Formpipe Public. The Transaction enables increased focus on Lasernet to maximise long-term shareholder value creation, as well as allowing for distribution of a substantial portion of the proceeds from the Transaction.
The purchase price for Formpipe Public is up to SEK 850 million on a cash free and debt free basis. At closing, SEK 775 million will be paid in cash (subject to net debt and working capital adjustments) and SEK 50 million will be paid through the issuance of a loan note payable in 2029 with a compounding interest of 4.25% per annum and subject to certain potential deductions based on certain metrics related to the separation process. The Purchaser has also undertaken to pay an additional purchase price of SEK 25 million if STG achieves a certain return on its investment.
Completion of the Transaction is conditional upon receipt of necessary clearances or approvals from relevant authorities under the foreign direct investment regimes in Sweden and Denmark, approval by the Company’s shareholders at the EGM, 90% of the contracted revenue stemming from Formpipe Public’s customers in Sweden agree to be transferred to Formpipe Sverige AB, and the completion of necessary separation steps. Closing of the Transaction is expected to take place in Q4 2025, subject to the timing of the regulatory clearances or approvals.
Following completion of the Transaction, the Company will focus entirely on its retained Lasernet business area, a leading enterprise document and customer communication software platform. The platform is currently used by thousands of customers in several geographies, and the software is sold through a global partner network. The platform is primarily delivered as SaaS, which provides a high share of recurring revenue.
For further information about the Transaction, please see the press release announced on 18 August 2025 and available at the Company’s website www.formpipe.com.
Other
Shareholders may request that the Board and the CEO provides information about conditions that may affect the assessment of an item on the agenda for the EGM. The Board and the CEO shall provide such information at the EGM if it can be done without material injury to the Company.
Documents in accordance with the Companies Act will be made available at the Company’s office, Sveavägen 168 in Stockholm, and on the Company website https://ir.formpipe.com/agm/extraordinary-general-meeting-2025/ at the latest from Wednesday, 27 August 2025. Copies of those documents are also sent free of charge to those shareholders who so request and provide their postal addresses.
Processing of personal data
For information on how your personal data is processed in connection to the EGM see the privacy policy available on Euroclear Sweden AB’s website: https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
Formpipe Software AB (publ)
Stockholm in August 2025
The Board
For additional information, contact:
Sophie Reinius
CFO
+46 73 408 28 77
sophie.reinius@formpipe.com