Press release from Companies

Publicerat: 2025-08-29 08:25:39

Fable Media Group AB: Notice of Extraordinary General Meeting

The shareholders of Fable Media Group AB (publ), 556706–8720 (the "Company"), are hereby invited to attend the Extraordinary General Meeting on Friday 19 September 2025 at 09:00 CEST at Advokatfirman Cederquist’s premises at Hovslagargatan 3, Stockholm, Sweden.

Participation and notification

Shareholders who wish to participate in the Extraordinary General Meeting must:

  • be recorded in the presentation of the share register maintained by Euroclear Sweden AB on Thursday 11 September 2025, and
  • give notice of participation no later than by Monday 15 September 2025 in writing to Fable Media Group AB, Att: "Extraordinary General Meeting 2025", P.O. Box 7066, SE-103 86 Stockholm, Sweden. Notice can also be made by e-mail to info@fablemedia.se. Shareholders shall in their notice state their full name, personal identification number or company registration number, shareholding, address, e-mail address, telephone number and, if applicable, information on representative or assistants (not more than two). If applicable, powers of attorney, registration certificate and other authorisation documents shall be enclosed with the notice.

Nominee-registered shares

To be entitled to participate in the Extraordinary General Meeting, shareholders whose shares are registered in the names of nominees, through a bank or other nominee must, in order to be entitled to participate in the meeting, re-register the shares in their own name with Euroclear Sweden AB so that the shareholder is recorded in the presentation of the share register as of Thursday 11 September 2025. Such re-registration may be temporary (so-called voting rights registration) and can be requested from the nominee in accordance with the nominee's procedures in such time as the nominee determines. Voting rights registrations completed by Monday 15 September 2025 will be considered in the presentation of the share register.

Proxies etc.

If the shareholder is represented by proxy, the proxy must bring a written and dated power of attorney signed by the shareholder to the meeting. The power of attorney may not be older than one year, unless a longer period of validity (no longer than five years) is stated in the power of attorney. If the power of attorney is issued by a legal entity, the proxy must also provide a registration certificate or other authorisation documents for the legal entity. To facilitate the administration, a copy of the power of attorney, registration certificate, and other authorisation documents should be enclosed with the notice to the meeting. A template proxy form is available on the Company's website, www.fablemedia.se/en, and will be sent by post to shareholders who request it and provide their address.

Proposed Agenda:

  1. Opening of the meeting
  2. Election of Chairman of the meeting
  3. Preparation and approval of the voting list
  4. Approval of the agenda
  5. Election of one or two persons to check and verify the minutes
  6. Determination of whether the meeting has been duly convened
  7. Resolution on dividend distribution
  8. The meeting closes

Resolution on dividend distribution (item 7)

Background

The Company was previously, through the terms of the Company's outstanding bond loan, prevented from resolving on dividend distribution to its shareholders. On 11 June 2025, the Company announced that it had reached an agreement to implement an amendment to the terms of the bond loan in order to enable the Company to distribute dividends. The agreement included, among other things, that the Company's largest shareholder, Frederik Falbe-Hansen Holding ApS, issued a parent company guarantee regarding the bond loan, conditional on a market-based guarantee fee from the Company, which was subject to approval by the general meeting. At the Extraordinary General Meeting on 4 July 2025, the payment of the guarantee fee was approved, allowing the conditional amendment to be made so that the Company can distribute half of the net profit, up to a maximum of SEK 3.5 million, per quarter to shareholders. As announced by the Company on 21 August 2025, the Company's results allow for a dividend of SEK 3.5 million during the third quarter.

In light of the above, the Board proposes that the meeting resolves on a dividend of SEK 0.10 per share. As the record date for receiving the dividend, the Board proposes 23 September 2025. If the meeting resolves according to the proposal, the dividend payment is expected to be made through Euroclear Sweden AB on 26 September 2025.

According to the most recently adopted balance sheet as of 31 December 2024, unrestricted equity in the Company amounted to SEK 25,692,822. Since the most recently adopted balance sheet, the Company has not made any value transfers, therefore the available amount according to Chapter 17, Section 3 of the Swedish Companies Act, remains at SEK 25,692,822.

Additional information

Number of shares and votes
As of the date of this notice, there are a total of 33,970,630 shares in the Company. All shares have equal voting rights. The Company holds no shares in treasury.

Available documents
The Company’s annual report and auditor’s report for the financial year 2024, the Board’s statement pursuant to Chapter 18, Section 4 of the Swedish Companies Act, and the report pursuant to Chapter 18, Section 6 of the Swedish Companies Act, the auditor’s statement pursuant to Chapter 18, Section 6 of the Swedish Companies Act, and a proxy form will be available at the Company and on the Company’s website, www.fablemedia.se/en, no later than three weeks prior to the Extraordinary General Meeting. Copies of the documents will be sent to shareholders who request them and provide their postal address.

Authorisation
The Company's Board is authorised to make such minor adjustments to the resolution of the meeting as may be required in connection with registrations with the Swedish Companies Registration Office (Sw. Bolagsverket) and Euroclear Sweden AB.

Information at the General Meeting
The Board and the CEO shall, if any shareholder so requests, and the Board believes that it can be done without material harm to the Company, at the Extraordinary General Meeting provide information on any circumstances that may affect the assessment of a matter on the agenda.

Processing of personal data
For information on how your personal data is processed, please refer to the privacy policy available on Euroclear Sweden AB's website: https://www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.

Translation
This is a translation of the original notice in Swedish. In the event of any discrepancies, the Swedish version shall prevail.

________

Stockholm in August 2025

Fable Media Group AB (publ)

THE BOARD OF DIRECTORS


The information was submitted for publication, through the agency of the contact person, on 29-08-2025 08:25 CET

For further information:
Alexander Pettersson, CEO
alexander@fablemedia.se
https://fablemedia.se

Fable Media Group AB invests in lead generation businesses. The company is listed on Spotlight Stock Market in Stockholm.

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