Board Change • May 21
No independent directors Following the recent departure of a director, there are no independent directors on the board. The company's board is composed of: No independent directors. 8 non-independent directors. Chairman Jan Wäreby was the last director to join the board, commencing their role in 2024. The company's lack of independent directors is a risk according to the Simply Wall St Risk Model. Announcement • May 18
Sveafastigheter AB (publ) (OM:SVEAF) adopted a merger plan to acquire KlaraBo Sverige AB (publ) (OM:KLARA B) from Investment Aktiebolaget Spiltan, Ralph Mühlrad, Anders Pettersson, Lennart Sten, Andreas Morfiadakis and Richard Mühlrad for approximately SEK 2.04 billion. Sveafastigheter AB (publ) (OM:SVEAF) adopted a merger plan to acquire KlaraBo Sverige AB (publ) (OM:KLARA B) from Investment Aktiebolaget Spiltan, Ralph Mühlrad, Anders Pettersson, Lennart Sten, Andreas Morfiadakis and Richard Mühlrad for approximately SEK 2.04 billion on May 18, 2026. The consideration consists of common equity of Sveafastigheter AB (publ) at a ratio of 0.409091 per common equity of KlaraBo Sverige AB (publ). As part of consideration, Class A shareholders in KlaraBo will receive nine new Class A shares in Sveafastigheter for every twenty-two Class A shares held in KlaraBo and Class B shareholders in KlaraBo will receive nine new Class B shares in Sveafastigheter for every twenty-two Class B shares held in KlaraBo. The exchange ratio for shares in the Merger is based on each company’s long-term net asset value as of 31 March 2026, with certain adjustments as further set out below under Merger consideration. Based on the closing price of SEK 33.10 per ordinary share in Sveafastigheter on Nasdaq Stockholm on 15 May 2026, the merger consideration corresponds to a premium of (i) approximately 0.6% compared to the adjusted closing price of SEK 13.46 per Class B share in KlaraBo on Nasdaq Stockholm on 15 May 2026, being the last trading day prior to the announcement of the Merger. Upon completion, KlaraBo’s shareholders will hold approximately 20% (excluding the Consideration Shares) and approximately 35% (including the Consideration Shares) of the number of shares in the Combined Company. The Transaction is expected to generate synergies with an estimated full annual run-rate effect of at least SEK 120 million from primarily property and central administration, listing-related costs, as well as financing. Sveafastigheter and KlaraBo acknowledge that factors like scale, financial strength and access to diversified sources of capital for an efficient financing are prerequisites for shareholder value creation. A merger document is expected to be published in the beginning of June 2026. The Merger will be implemented through Sveafastigheter absorbing KlaraBo. The Class A shares in the new share structure are not intended to be listed. The new Class A shares will carry 1.01 votes per share and the Class B shares will carry 1.00 vote per share, and otherwise carry the same rights. Sveafastigheter will also implement a conversion clause, whereby Class A shares can be converted to Class B shares at any time. The merger consideration thus implies an equity value for KlaraBo of approximately SEK 2.035 billion. Completion of the Transaction is not conditional upon any financing.
The transaction is subject to approve the Merger Plan, approve the Extraordinary Dividend, make the amendments to the articles of association necessary to enable the Merger, the Merger and the Portfolio Transaction having received all necessary regulatory, governmental or similar approvals and clearances, including decisions from the Swedish Competition Authority, in each case on terms acceptable to the boards of directors of Sveafastigheter and KlaraBo, completion of separate transaction and Nasdaq Stockholm having admitted the Class B shares to be issued as merger consideration to trading. The board of directors of Sveafastigheter will propose that the extraordinary general meeting resolving on the Merger Plan, planned to be held on or around 26 June 2026, also resolves to issue the shares constituting the merger consideration as well as on the amendment of Sveafastigheter’s articles of association. The board of directors of Sveafastigheter and the board of directors of KlaraBo considers the merger consideration to be fair from a financial point of view and recommends that the shareholders of KlaraBo vote in favour of the Merger Plan at the extraordinary general meeting of KlaraBo, expected to be held on or around 26 June 2026. The Merger must be approved by at least two-thirds (2/3) of both the votes cast and the shares represented at the respective extraordinary general meetings in Sveafastigheter and KlaraBo. Sveafastigheter has initiated the work on the filings relevant for the anti-trust clearance. The expected completion of the transaction will be in September 2026.
DNB Carnegie Investment Bank AB acted as financial advisor for Sveafastigheter AB. Citigroup Global Markets Europe AG, Sweden Bankfilial acted as financial advisor for Sveafastigheter AB. Advokatfirman Vinge Stockholm Ab acted as legal advisor for Sveafastigheter AB. KPMG AB, Investment Banking Arm acted as fairness opinion provider for Sveafastigheter AB. Gernandt & Danielsson Advokatbyrå KB acted as legal advisor for KlaraBo Sverige AB. Deloitte AB, Financial Advisory Arm acted as fairness opinion provider for KlaraBo Sverige AB. Announcement • Apr 03
Traxys S.à.r.l. completed the acquisition of Carbomax Aktiebolag from Investment AB Spiltan (NGM:SPLTN) and others. Traxys S.à.r.l. signed a Share Purchase Agreement to acquire Carbomax Aktiebolag from Investment AB Spiltan (NGM:SPLTN) and others on January 12, 2026.
Closing of the transaction is expected to occur in the first quarter 2026 following clearance by Swedish authorities, including foreign direct investment and antitrust approvals.
Traxys S.à.r.l. completed the acquisition of Carbomax Aktiebolag from Investment AB Spiltan (NGM:SPLTN) and others on April 2, 2026. All required Swedish regulatory clearances including foreign direct investment and antitrust approvals have been obtained allowing the parties to finalize the transaction.
Hogan Lovells and Cederquist acted as legal advisors and PwC Sweden served as its financial advisor to Traxys Group. Morris Law acted as legal advisor for Investment AB Spiltan. 
