Statement from the board of directors of Formpipe Software AB (publ) in relation to Tabellae BidCo's public offer

This statement is made by the board of directors[1] of Formpipe Software AB (publ)[2] (“Formpipe” or the “Company”) pursuant to Rule II.19 of the Stock Market Self-Regulation Committee’s Takeover rules for Nasdaq Stockholm and Nordic Growth Market NGM (the “Takeover Rules”).

Summary of the Offer

On 4 June 2026, Tabellae HoldCo ApS[3], Mission Trail Partners, LP (“Mission Trail”) and Aktiebolag Grenspecialisten (“Grenspecialisten”) (together the “Consortium“), acting through Tabellae BidCo ApS (“Tabellae BidCo” or the “Offeror”), announced a public offer to the shareholders of Formpipe to tender all outstanding shares in the Company to Tabellae BidCo at a price per share of SEK 30 in cash (the “Offer”).

Mission Trail and Grenspecialisten, both being members of the Consortium, currently hold 5,456,446 and 3,136,432 shares and votes in Formpipe, respectively. Consequently, the Consortium currently controls 8,592,878 shares and votes in Formpipe, which corresponds to approximately 29.3 percent of the outstanding shares and votes in Formpipe. All shares held by Mission Trail and Grenspecialisten will be contributed to Tabellae BidCo upon completion of the Offer.

The total value of the Offer, based on the 20,720,037[4] outstanding shares in Formpipe not directly or indirectly held by Tabellae BidCo or its closely related parties, amounts to approximately SEK 622 million. The Offer values Formpipe, based on all 29,312,915 shares in Formpipe, at approximately SEK 879 million.

The offered consideration in the Offer represents a premium of:

• approximately 53.8 percent compared to the closing share price of SEK 19.50 on Nasdaq Stockholm on 3 June 2026, being the last trading day prior to the announcement of the Offer;
• approximately 34.5 percent compared to the closing share price of SEK 22.30 on Nasdaq Stockholm on 26 March 2026, being the last trading day prior to Formpipe’s publication of the notice convening its 2026 annual general meeting (the “AGM Notice”), which included a proposal to implement a voluntary share redemption program pursuant to which shareholders would be offered the right to redeem shares for a cash consideration of SEK 30 per share (the “Redemption Program”);
• approximately 29.4 percent compared to the volume weighted average trading price of SEK 23.18 for the shares on Nasdaq Stockholm during the last 30 trading days ended 26 March 2026, being the last trading day prior to Formpipe’s announcement of its AGM Notice;
• approximately 25.6 percent compared to the volume weighted average trading price of SEK 23.88 for the shares on Nasdaq Stockholm during the last 90 trading days ended 26 March 2026, being the last trading day prior to Formpipe’s announcement of its AGM Notice; and
• approximately 18.0 percent compared to the volume weighted average trading price of SEK 25.43 for the shares on Nasdaq Stockholm during the last 180 trading days ended 26 March 2026, being the last trading day prior to Formpipe’s announcement of its AGM Notice.

If, prior to settlement of the Offer, Formpipe distributes dividends or in any other way distributes or transfers value to its shareholders, the consideration in the Offer will be reduced accordingly.

An offer document regarding the Offer is expected to be made public on or around 18 June 2026. The acceptance period of the Offer is expected to commence on or around 22 June 2026 and expire on or around 22 July 2026.

Completion of the Offer is conditional upon, among other things, the Offer being accepted to such extent that Tabellae BidCo becomes the owner of shares representing more than 90 percent of the total number of outstanding shares in Formpipe (on a fully diluted basis) and the receipt of all necessary clearances, approvals, decisions and other actions from authorities or similar, required for the Offer and the completion of the acquisition of the Company, in each case which, in Tabellae BidCo’s opinion, are acceptable. Tabellae BidCo has reserved the right to waive, in whole or in part, these and the other conditions for completion of the Offer.

The board of directors has, upon written request from the Offeror, allowed Tabellae BidCo to conduct a due diligence review of the Company in connection with the preparations for the Offer. Tabellae BidCo has not received any inside information in connection with such due diligence review, that has not subsequently been made public by Formpipe.

For further information about the Offer, please see Tabellae BidCo's website, https://designingthefuturetogether.se.

The board of directors' evaluation of the Offer

For the purpose of this statement and the handling of the Offer, the board of directors has consisted of the board members Annikki Schaeferdiek, Jim Bretschneider and Johan Stakeberg. Board member Erik Ivarsson is an analyst and portfolio manager at Grenspecialisten and board member Martin Bjäringer has, through his company Julnie S.A., undertaken to accept the Offer on certain conditions (see below). Erik Ivarsson and Martin Bjäringer are therefore deemed to have a conflict of interest pursuant to Rule II.18 of the Takeover Rules and have for that reason not participated, and will not participate, in the board of directors' handling of, or decisions on, matters related to the Offer.

In evaluating the Offer, the board of directors has considered a number of factors which the board of directors considers relevant. These factors include, but are not limited to, the Company's current strategic and financial position, prevailing market conditions, the Company’s expected future development and the opportunities and risks related thereto. The board of directors has also evaluated the Offer using valuation methods normally used to evaluate public offers for listed companies, including how the Offer values Formpipe in relation to comparable listed companies and comparable transactions, bid premiums in previous public offers, the stock market’s expectations regarding the Company and the board of directors' view of the Company’s value based on its expected future cash flows.

The board of directors notes that the Offer represents a premium of approximately 53.8 percent compared to the closing share price of  SEK 19.50 for Formpipe's share on Nasdaq Stockholm on 3 June 2026 (which was the last trading day prior to the announcement of the Offer), a premium of approximately 34.5 percent compared to the closing share price of SEK 22.30 on the last trading day prior to the announcement of the AGM Notice, and a premium of approximately 29.4 percent, approximately 25.6 percent and approximately 18.0 percent, respectively, compared to the volume weighted average trading price for Formpipe's share during the last 30 trading days, 90 trading days and 180 trading days, respectively, prior to the announcement of the AGM Notice.

In evaluating the Offer, the board of directors has considered that Mission Trail and Grenspecialisten, which own and control in total approximately 29.3 percent of all outstanding shares in the Company, are part of the Consortium and will contribute such shares in the Company to Tabellae BidCo in connection with the completion of the Offer.

In addition, the board of directors has considered that the Company’s shareholders ALCUR Fonder AB, Julnie S.A. and Jofam AB, representing in total 7,331,625 shares, representing approximately 25.0 percent of all outstanding shares in the Company, have undertaken to accept the Offer, subject to certain conditions. Please refer to the Offeror’s announcement of the Offer for further information about the undertakings.

As part of its evaluation of the Offer, the board of directors has also investigated other opportunities in light of the discussions with Tabellae BidCo and taken into account interest from other potential offerors.

In accordance with Rule III.3 of the Takeover Rules, the board of directors has obtained a valuation opinion (a so-called fairness opinion) regarding the Offer from Astelia Advisory AB (“Astelia”). The fairness opinion, which is attached as an appendix to this statement, concludes that Astelia considers the Offer to be fair from a financial point of view for the shareholders of the Company, subject to the assumptions and considerations set out in the fairness opinion. For the fairness opinion, Astelia receives a fixed fee which is not dependent on the size of the consideration in the Offer, the extent to which acceptances of the Offer are received or whether the Offer is completed.

The board of directors has engaged ABG Sundal Collier AB as financial advisor and Cirio Advokatbyrå as legal advisor in connection with the Offer.

The board of directors' recommendation

Based on the above, the board of directors unanimously recommends the shareholders of Formpipe to accept the Offer.

Effects on the Company and its employees

Under the Takeover Rules, the board of directors is required to, based on what Tabellae BidCo has stated in its announcement of the Offer, present its opinion regarding the impact that implementation of the Offer will have on the Company, particularly in terms of employment, and its opinion regarding Tabellae BidCo's strategic plans for the Company and the effects it is anticipated that such plans will have on employment and on the locations where the Company conducts its operations. In its announcement of the Offer, Tabellae BidCo states:

“The Offeror values the skills and talents of Formpipe’s employees and intends to continue to safeguard the excellent relationship that Formpipe has with its employees. Given the Offeror’s current knowledge of Formpipe’s business and in light of current market conditions, the Offeror does not intend to materially alter the operations of Formpipe following the implementation of the Offer, save that the Offeror intends to pursue the operational and commercial integration of Formpipe and Tabellae. The Offeror intends to determine what measures, if any, will be taken to integrate the two organizations and realize synergies following a thorough assessment, to be undertaken together with Formpipe, of the combined business following completion of the Offer. The Offeror will only be in a position to specify its intentions with respect to the employees and management of Formpipe and the Offeror upon completion of such assessment. There are currently no decisions on any material changes to Formpipe’s or the Offeror’s employees and management or to the existing organization and operations, including the terms of employment and locations of the business.”

The board of directors assumes that this statement is correct and has in relevant respects no reason to take a different view.

____________________

This statement shall in all respects be governed by and construed in accordance with substantive Swedish law. Disputes arising from this statement shall be settled exclusively by Swedish courts.

Stockholm, 4 June 2026

Formpipe Software AB (publ)

The Board of Directors

This is a translation of the original Swedish version. In the event of any discrepancies between the two versions, the original Swedish version shall take precedence.

This is information that Formpipe Software AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, on 4 June 2026 at 08:15 (CEST).