Rights issue 2025

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The information contained in this section of Flat Capital's (the "Company") website is restricted and is not for release, publication or distribution, directly or indirectly, in whole or in part, in or into the United States of America (including its territories and possessions, any state of the United States and the District of Columbia), Australia, Canada, Great Britain, Hong Kong, Japan, New Zealand, Singapore, South Africa, South Korea or Switzerland or in any jurisdiction in which such release, publication or distribution would be unlawful or would require registration or other measures besides those required under Swedish law.

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The information contained in this section of Flat Capital's website is restricted and is not for release, publication or distribution, directly or indirectly, in whole or in part, in or into the United States of America (including its territories and possessions, any state of the United States and the District of Columbia), Australia, Canada, Great Britain, Hong Kong, Japan, New Zealand, Singapore, South Africa, South Korea or Switzerland or in any jurisdiction in which such release, publication or distribution would be unlawful or would require registration or other measures besides those required under Swedish law.

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Rights issue 2025

 

Link to information document:

Information document 2025 (Swedish)


The board of directors of Flat Capital AB (publ) (“Flat” or the “Company’” has today resolved on a new share issue with preferential rights for existing holders of B shares of up to approximately SEK 300 million at a subscription price of SEK 16 per B share (the “Rights Issue”). Subscription undertakings of SEK 228 million, corresponding to 76% of the Rights Issue, have been secured from existing shareholders and prominent new investors. Flat, which since 2021 has built a unique portfolio of world leading AI and tech companies, has so far delivered an impressive annual return of approximately 17%, and over 85% on investments made from 2023, including investments such as OpenAI, xAI, Perplexity, SpaceX, and ElevenLabs. The positive development in the portfolio, in combination with a strong pipeline of investment opportunities, is the basis for the board of director’s decision to further strengthen Flat’s position through the Rights Issue. If the Rights Issue is oversubscribed, the Board of Directors may decide to increase the issue amount through an overallotment issue of up to SEK 130 million (the “Overallotment Issue”).

Background and reasons

Since its listing in 2021, Flat has maintained a high pace and pursued its strategy of investing in attractive but hard-to-reach global companies to deliver maximum returns to its shareholders. Flat’s strong network and reputation has resulted in investments in prominent companies such as OpenAI, SpaceX, DeepL, Perplexity, xAI, Physical Intelligence, Figma and ElevenLabs. By being listed, Flat enables exposure to otherwise inaccessible companies and without the costly fee model of traditional VC funds, which provides conditions for a more attractive return. The strategy has been successful so far, with significant growth in several of the portfolio companies and a number of successful divestments. One example is the sale of Flat's holding in Truecaller during the year for a value of approximately SEK 41.5 million, corresponding to a return of approximately 3.8x or an annual return (IRR) of +51% for shareholders who have participated since the listing. These results demonstrate Flat's ability to identify the right companies early and create significant value.

Flat's unique network of world-class investors and entrepreneurs generates a strong pipeline of investment opportunities. Flat is actively evaluating new opportunities and is open to looking at larger investments going forward, safeguarding the flexible investment mandate. Against this background, the purpose of the Rights Issue is to further strengthen Flat's cash position with the support of new and existing shareholders to be able to quickly act on investment opportunities in the portfolio and network.

The Rights Issue and the potential Overallotment Issue will increase the Company's net asset value per share while providing Flat with access to additional capital for value-creating investments, which the board of directors believes benefits all shareholders. The fact that the issue can be carried out at a premium to the net asset value (as of 31 March 2025) of 49% is considered by the board of directors of Flat to be a clear sign that the market has great confidence in the Company's portfolio and strategy.

 

Preliminary timetable

Below are certain important dates in connection with the Rights Issue:

Last day of trading in the share including the right to receive subscription rights 5 June 2025
First day of trading in the share excluding the right to receive subscription rights 9 June 2025
Record date 10 June 2025
Subscription period 12 – 26 June 2025
Trading in subscription rights 12 – 23 June 2025
Expected day of publication of preliminary outcome 27 June 2025
Expected date for decision on allocation 1 July 2025

 Sammanfattning av villkor:

 

 Instructions - how to subscribe (Swedish):

 

Documents

Information Document Flat Capital 2025 (Swedish)

Rights Issue Terms 2025

Instructions How To Subscribe 2025 (1)

Subscription Form Flat Capital 2025

Subscription Form Without Subscription Rights Flat Capital 2025 (Swedish)

Press Release 2025 06 02

Press Release 2025 06 09

Disclaimer

The information contained in this section of Flat Capital's website is restricted and is not for release, publication or distribution, directly or indirectly, in whole or in part, in or into the United States of America (including its territories and possessions, any state of the United States and the District of Columbia), Australia, Canada, Great Britain, Hong Kong, Japan, New Zealand, Singapore, South Africa, South Korea or Switzerland or in any jurisdiction in which such release, publication or distribution would be unlawful or would require registration or other measures besides those required under Swedish law.

We apologise for any inconvenience this may cause.