Caybon Holding AB (publ) announces an agreement in principle with an Ad-Hoc Committee on an amended capital structure

Following ongoing discussions between Caybon Holding AB (publ) ("Caybon" or the "Company"), Nordic Trustee & Agency AB (publ) as agent (the "Agent") and certain holders of a qualified majority of the Company's (i) junior secured fixed rate bonds 2021/2030 (ISIN SE0017084478) (the "Junior Bonds"), (ii) senior secured fixed rate bonds 2024/2029 (ISIN SE0021923562) (the "Senior Bonds") and (iii) super senior secured fixed rate bonds 2025/2028 (ISIN SE0023950902) (the "Super Senior Bonds" and, together with the Junior Bonds and the Senior Bonds, the "Bonds")  (the "Ad-Hoc Committee"), the Company and the Ad-Hoc Committee have reached an agreement in principle on an amended debt and equity capital structure for the Company and its group (the "New Structure"). Bondholders representing approximately 69.60 per cent. of the Junior Bonds, approximately 82.80 per cent. of the Senior Bonds and 100 per cent. of the Super Senior Bonds have confirmed that they will vote in favour of the requests required in order to implement the New Structure in the written procedure contemplated to be initiated under the Bonds in November 2026.

The key elements of the New Structure are:

• the issuance of new secured bonds by Caybon LP AB, reg. no. 559068-5342 ("Caybon LP"), a subsidiary of the Company, (the "New Bonds") in a total nominal amount of up to SEK 150,000,000, consisting of SEK 25,000,000 paid in cash by holders of the Super Senior Bonds and up to SEK 125,000,000 rolled over from the existing Super Senior Bonds;
• a debt-to-equity swap of all of the Junior Bonds and the Senior Bonds, and part of the Super Senior Bonds, for new shares in Caybon LP, with any remaining amounts under the Bonds being written down in full;
• the issuance of new shares in Caybon LP to certain employees and members of the board of directors ("Management"), resulting in holders of the Bonds and Management holding in aggregate approximately 99.3 per cent. of the votes and economic rights in Caybon LP (on a fully diluted basis); and
• entry into shareholders' agreements between Caybon LP, the Company, the Agent (on behalf of the bondholders) and the other shareholders of Caybon LP, governing their shareholding in Caybon LP.

Implementation of the New Structure is conditional upon, among other things, approval at extraordinary general meetings of the Company and of Caybon LP and the requisite quorum and majority approval of the bondholders in a written procedure under the Bonds.

Notice to the extraordinary general meeting in the Company and the written procedure for the purpose of implementing the New Structure will be published through separate press releases.

For further information, please contact:

Katrin Vogel, Chief Finance Officer

[email protected]

About Caybon

Caybon is a world-leading digital media company focused on branded content that drives tangible results.

Caybon is a group of scalable, digitally focused marketing companies specialised in content and distribution. The purpose is to offer advertisers and organisations a way to communicate with their target group in an editorial and relevant context. The various offerings include a range of solutions from online media, videos, performance related advertising, events as well as printed products. Revenues in turn are derived from content production as well as various forms of advertising solutions. The clients range from small to medium sized companies all the way up to multinational groups. The client base is thus diversified in terms of both size, sector and geography. The five brands within the Group are grouped into two business segments: Campaign and Network.

This information is information that Caybon Holding 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, at 2026-11-03 19:00 CET