
Vend Marketplaces ASA (VENDA/VENDB) – Extraordinary General Meeting 22 October 2025
An Extraordinary General Meeting of Vend Marketplaces ASA (the "Company") was held today, 22 October 2025.
All proposals on the agenda as set out in the notice of the Extraordinary General Meeting that was published on 29 September 2025, were approved, including the following:
- Approval of the Board's proposal to collapse the Company's A-shares and B-shares and combine them into one single, joint share class. The ordinary shares will, following completion of the share class collapse, be trading under the ticker "[VEND]".
- Approval of an amendment to the authorization granted by the Annual General Meeting on 7 May 2025, which allows the Board of Directors to increase the Company's share capital by facilitating a share issue at par value reserved for holders of A shares for the purpose of compensating them for their loss of the additional voting rights. The new shares may not be subscribed for by holders in jurisdictions where such subscription is not permitted or to whom new shares cannot be lawfully offered, including holders or holders acting on account of beneficial owners in the United States (“Ineligible Holders”). The Company intends to arrange for Danske Bank A/S ("Danske Bank") to facilitate the sale of shares that would otherwise have been allocated to Ineligible Holders or holders who have not subscribed for shares during the subscription period. Under this arrangement, Danske Bank will subscribe for the shares not subscribed for in the rights issue. Danske Bank will then sell those shares in the market, and the net proceeds of such sale will be distributed to Ineligible Holders or any other holders of subscription rights who have not exercised their rights during the subscription period. No payments will, however, be made for amounts below NOK 50.
- Approval of a share capital reduction of the Company's share capital by redemption of shares, following completion of the Company's share buyback program as announced in June 2025.
Minutes of the Extraordinary General Meeting are attached hereto and made available on the Company's investor website (https://vend.com/ir/corporate-governance/general-meeting/).
Oslo, 22 October 2025
VEND MARKETPLACES ASA
DISCLOSURE REGULATION
This information is subject to the disclosure requirements pursuant to Section 5-12 of the Norwegian Securities Trading Act.
CONTACTS
* Jann-Boje Meinecke, SVP FP&A and Investor Relations, +47 941 00 835, ir@vend.com
* Simen Bjølseth Madsen, Investor Relations Manager, + 47 992 73 674, ir@vend.com
IMPORTANT INFORMATION
This press release and the information herein is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, Switzerland or in any other jurisdiction in which such release, publication or distribution would be unlawful or require registration or any other measures in accordance with applicable law.
This press release and the information herein is not an offer of securities in the United States. The securities referred to herein will not be and have not been registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act.
In the United Kingdom, this press release and the information herein is only addressed to and directed at persons in the United Kingdom who are “qualified investors” within the meaning of Article 2(e) of Regulation (EU) 2017/1129, as amended, as it forms part of retained EU law by virtue of the European Union (Withdrawal) Act 2018 (the “U.K. Prospectus Regulation”). In addition, this announcement is being distributed to, and is only directed at, qualified investors (i) who have professional experience in matters relating to investments falling within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “FPO”), (ii) who fall within Article 49(2)(a) to (d) of the FPO or (iii) to whom it may otherwise lawfully be communicated (all such persons, together with “qualified investors” within the meaning of Article 2(e) of the U.K. Prospectus Regulation, being referred to as “Relevant Persons”). This announcement and the information contained herein must not be acted on or relied upon in the United Kingdom, by persons who are not Relevant Persons. Any investment or investment activity to which this announcement relates is available only to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire the same will be engaged in only with, Relevant Persons.
The securities mentioned in this press release have not been registered and will not be registered under any applicable securities law in Australia, Canada, Hong Kong, Japan, New Zealand, Singapore or Switzerland and, subject to certain exceptions, may not be offered or sold within Australia, Canada, Hong Kong, Japan, New Zealand, Singapore or Switzerland except under circumstances which will result in the full compliance with the applicable laws and regulations promulgated by the relevant regulatory authorities in effect at the relevant time.
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