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NOTICE TO EXTRAORDINARY GENERAL MEETING IN ACCONEER AB (PUBL)

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The shareholders of Acconeer AB (publ), org. no. 556872–7654 (the "Company"), are hereby invited to the extraordinary general meeting to be held on 1 March 2024 at 09:00 CET at the Company's office at Västra Varvsgatan 19, in Malmö. Registration for the meeting commences at 08:30 CET.

Right to participate and registration
A shareholder who wishes to participate in the extraordinary general meeting must:

(i) be entered in the register of shareholders maintained by Euroclear Sweden AB on 22 February 2024; and
(ii) notify the Company of its attendance no later than 26 February 2024 to Acconeer AB (publ), "EGM", Västra Varvsgatan 19, 211 77 Malmö, Sweden, or via e-mail to info@acconeer.com. The notification shall state full name, personal registration number or company registration number, address and telephone number, number of shares held and proxies if applicable.

Nominee registered shares
Shareholders whose shares are held in the name of a nominee must, in order to be able to participate at the extraordinary general meeting and exercise their voting right, temporarily re-register the shares in their own name in the share register maintained by Euroclear Sweden AB (so-called voting right registration). When preparing the share register for the extraordinary general meeting per the record date, 22 February 2024, voting right registrations completed by the nominee no later than 26 February 2024 will be considered. This means that shareholders must request the nominee to complete such voting right registration well in advance of 26 February 2024.

Proxies
Shareholders represented by proxy shall issue a written and dated power of attorney. If the proxy is issued by a legal person, a certified copy of the registration certificate or similar papers of authorisation must be appended. The proxy, in its original form, as well as any registration certificates, should be submitted well in advance of the meeting to Acconeer AB (publ), "EGM", Västra Varvsgatan 19, 211 77 Malmö, Sweden. The power of attorney must not be older than one year unless a longer validity term is specifically stated in the power of attorney (however no longer than five years). Proxy forms are available on the Company's website, www.acconeer.com.

Proposed agenda

  1. Opening of the meeting
  2. Election of chairman of the meeting
  3. Preparation and approval of the voting list
  4. Election of one or two persons who shall approve the minutes of the meeting
  5. Determination of whether the meeting has been duly convened
  6. Approval of the agenda
  7. Resolution to amend the articles of association
  8. Resolution regarding issue authorisation
  9. Closing of the meeting

RESOLUTION PROPOSALS

Item 7 – Resolution to amend the articles of association
The board of directors proposes that the extraordinary general meeting resolves to amend the articles of association in accordance with items 7(a) and 7(b) below.

Resolutions according to items 7(a)-7(b) below are conditional upon that, and shall be submitted for registration with the Swedish Companies Registration Office after, the Company has resolved on a new issue of shares on the basis of and subject to the extraordinary general meeting's approval of the proposal regarding issue authorisation in accordance with item 8 below. Further, the board of directors proposes that the board of directors is authorised to submit for registration with the Swedish Companies Registration Office, the articles of association in accordance with item 7(a) or item 7(b) which limits for the minimum and maximum number of shares and share capital in the Company are compatible with the total number of shares and share capital in the Company after the board of directors has resolved on such a new issue. In the event that the total number of shares and share capital in the Company after the board of directors has resolved on such new issue is compatible with the amendments to the articles of association under both item 7(a) and item 7(b) below, the articles of associations that sets out the lowest number of shares and share capital in the Company shall be submitted for registration.

Item 7(a)
The board of directors proposes that the extraordinary general meeting resolves on the following amendments to Sections 4-5 of the articles of association.

Current wording Section 4:
The share capital shall not be less than SEK 500,000 and not more than SEK 2,000,000.

Proposed wording Section 4:
The share capital shall not be less than SEK 1,250,000 and not more than SEK 5,000,000.

Current wording Section 5:
The number of shares shall not be less than 10,000,000 and not more than 40,000,000.

Proposed wording Section 5:
The number of shares shall not be less than 25,000,000 and not more than 100,000,000.

Item 7(b)
The board of directors proposes that the extraordinary general meeting resolves on the following amendments to Sections 4-5 of the articles of association.

Current wording Section 4:
The share capital shall not be less than SEK 500,000 and not more than SEK 2,000,000.

Proposed wording Section 4:
The share capital shall not be less than SEK 5,000,000 and not more than SEK 20,000,000.

Current wording Section 5:
The number of shares shall not be less than 10,000,000 and not more than 40,000,000.

Proposed wording Section 5:
The number of shares shall not be less than 100,000,000 and not more than 400,000,000.

A resolution in accordance with items 7(a)-(b) above shall only be valid where supported by not less than two-thirds of both votes cast and the shares represented at the extraordinary general meeting.

Item 8 – Resolution regarding issue authorisation
The board of directors proposes that the extraordinary general meeting authorises the board of directors to, on one or more occasions, during the period until the next annual general meeting, resolve on issues of new shares, warrants and/or convertibles, with preferential rights for the Company's existing shareholders. The Company's share capital and number of shares may, by virtue of the authorisation, be increased with an amount and number that falls within the limits of the, at any time registered, or by the extraordinary general meeting adopted, articles of association.

New issues may be made against cash payment, in kind and/or through set-off, or otherwise be subject to conditions. The board of directors shall be entitled to determine the other terms and conditions for issues under this authorisation and who shall be entitled to subscribe for issued securities.

The board of directors also proposes that the board of directors, or the person appointed by the board of directors, shall be entitled to make the minor changes to the resolution of the extraordinary general meeting that may be required in connection with registration with the Swedish Companies Registration Office or for other administrative reasons.

Documentation
The board of directors' complete proposals (complete in this notice) and associated documents will be available at the Company’s office and on the Company’s website, www.acconeer.com, no later than two weeks prior to the extraordinary general meeting and will be sent to shareholders who so request and provide their postal address.

Shareholders’ right to request information
Shareholders are reminded of their right to request information from the board of directors and CEO in accordance with Chapter 7 Section 32 of the Swedish Companies Act.

Use of personal data
For information regarding the processing of your personal data, please see the integrity policy that is available at Euroclear Sweden AB’s website: www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.

Acconeer AB (publ) has org. no. 556872–7654 and its registered office in Malmö.

N.B. This notice has been prepared in both Swedish and English language versions. In the event of any deviations between the versions, the Swedish version shall prevail.

_________________

Malmö in January 2024
Acconeer AB (publ)
The board of directors

For further information, contact:
Lars Lindell, CEO Acconeer, Phone: +46 10218 92 00, E-mail: ir@acconeer.com

The information was submitted, through the agency of the contact person above, for publication at 20:30 CET on 29 January 2024.

About Acconeer AB (publ)
With ground-breaking technology, Acconeer has developed a radar sensor that opens a new world of interaction. Acconeer Micro Radar Sensor, with low power consumption, high precision, small size and high robustness, is a 60GHz robust and cost-effective sensor for detection, distance measurement, motion detection and camera-supported applications with low power consumption. Acconeer combines the advantage of low power consumption with highly accurate pulsed radar systems of coherent radar, all integrated into a component with a surface area of only 28 mm2. The radar sensor can be included in a range of mobile consumer products, from smartphones to wearables, but also in areas such as robots, drones, the Internet of Things, healthcare, automotive, industrial robots and security and monitoring systems. Acconeer is a semiconductor company and, as a business model, sells hardware to manufacturers of consumer electronics products. Acconeer is listed on Nasdaq First North Growth Market with the ticker code ACCON, Redeye is the company's Certified Advisor (CA). For more information: www.acconeer.com.

Acconeer registers an increased number of shares through subscription via warrants

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Acconeer AB's share capital and number of shares increases due to the exercise of warrants in series TO3 (2020/2023). As a result, the company is increasing its cash by SEK 6,4 million.

A total of 305,986 new shares were subscribed for in Acconeer AB with the support of the warrants TO3. Subscription has taken place in installments during the subscription period that ran from the first of May 2023 until and including 30 June 2023. The last installment of these subscriptions will be registered with the Swedish Companies Registration Office (Bolagsverket) shortly.

After the shares subscribed for in connection with the end of the subscription period have been registered with the Swedish Companies Registration Office, the total number of shares in Acconeer AB amounts to 26,637,783, with a quota value of SEK 0.05 per share. The share capital in Acconeer AB thus amounts to SEK 1,331,889 after the completion of the warrant program.

CEO Lars Lindell comments: “The subscription warrants are an important part of Acconeer’s incentive program which is an integral part of attracting and retaining talents, and an attractive way for employees and management to invest in the company.”

In connection with the subscription of shares, some members of the management team have increased their holdings of shares in Acconeer. The current holdings are available on the company's website: https://investor.acconeer.com/en/corporate-governance/management-team/.

Bulletin from the annual general meeting of Acconeer AB on 27 April 2023

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The English text is an unofficial translation. In case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.

Acconeer AB (the "Company") held its annual general meeting on 27 April 2023. At the annual general meeting, the following resolutions were made.

Adoption of the income statement and balance sheet

The annual general meeting resolved to adopt the board of directors' proposal for the income statement and the balance sheet for the fiscal year of 2022.

Disposition of the Company's profit or loss

The annual general meeting resolved, in accordance with the board of directors' proposal, that no dividend is paid and that the Company's funds available for distribution is carried forward.

Discharge from liability

The annual general meeting resolved to grant discharge from liability to all persons who have had the position of board member or CEO in the Company during 2022.

Election on the board of directors and auditor, and determination of fees

The annual general meeting resolved to re-elect Bengt Adolfsson, Lars-Erik Wernersson, Git Sturesjö Adolfsson, Thomas Rex and Johan Paulsson. Thomas Rex was re-elected as chairman of the board of directors.

The annual general meeting resolved that the fees to the board of directors, for the period until the next annual meeting, shall be paid out with a total of seventeen (17) price base amounts (Sw. prisbasbelopp), of which five (5) price base amounts to the chairman and three (3) price base amounts to each of the other members elected by the annual general meeting who are not employed by the Company.

The annual general meeting resolved to elect the registered audit company KPMG AB as the Company's auditor until the end of the next annual general meeting. Fees to the auditor shall be paid according to approved invoice.

Directed issue of warrants and approval of transfer of warrants

The annual general meeting resolved, in accordance with the board of directors' proposal, on the warrant-based incentive program Warrant Program 2023/2027 by (A) issuance of warrants of series 2023/2027 to the Company's wholly-owned subsidiary and (B) approval of the transfer of warrants 2023/2027 from the subsidiary to individuals who are or will be employed by the Company (individuals employed for a fixed time period are excluded) including the CEO ("Employees").

No more than 500,000 warrants shall be issued to the subsidiary with the right and obligation for the subsidiary to later transfer the warrants to the Employees. The warrants shall be transferred by the subsidiary on 15 March 2024, or on the later date decided by the board of directors, the transfer shall be made at market value at the respective transfer dates and warrants shall be allotted in accordance with the principles set forth in the board of directors' proposal. Subscription of shares under the warrants may take place during the period from 24 March 2027 until 5 May 2027. The premium per share shall be transferred to the free share premium reserve (Sw. fria överkursfonden). The subscription price per share shall correspond to 150 per cent of the volume-weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period of ten (10) trading days ending on 8 March 2024, however, the subscription price per share shall never be less than the quota value of the share. The maximum dilution effect of the program is approximately 1.86 per cent.

Authorisation for the board of directors to resolve on issue of shares

The annual general meeting resolved to authorise the board of directors to, until the next annual general meeting, on one or more occasions, resolve to increase the Company's share capital by issue of no more than shares corresponding to twenty-five (25) per cent of the total number of shares in the Company at the time of the annual general meeting's decision of authorisation. The board of directors may deviate from the shareholders' preferential rights. The reason for the board of directors' authorisation to deviate from the shareholders' preferential rights is to enable the Company to raise new capital and to take advantage of future opportunities to attract new long-term owners, and to finance the Company's growth strategy. The authorisation also includes the right to decide on payment for the issued shares by set-off, in kind or with other conditions as referred in Chapter 13 Section 5 item 6 of the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)). At a deviation from the shareholders' preferential rights, the issue rate shall be determined in accordance with market conditions, taking into account any discount on market terms.

________________

For more detailed information regarding the content of the resolutions, please refer to the press release published on 23 March 2023 and the complete notice of the annual general meeting. The notice of the annual general meeting and complete proposals regarding the resolutions of the annual general meeting are available on the Company's website, www.acconeer.com.

For further information, please contact:

Lars Lindell, CEO

Tel. +46 (0) 10 218 92 00

ir@acconeer.com

www.acconeer.com

The following documents can be retrieved from beQuoted
Acconeer Bulletin-AGM-2023.pdf

About Acconeer AB

With ground-breaking technology, Acconeer has developed a radar sensor that opens a new world of interaction. Acconeer Micro Radar Sensor, with low power consumption, high precision, small size and high robustness, is a 60GHz robust and cost-effective sensor for detection, distance measurement, motion detection and camera-supported applications with low power consumption. Acconeer combines the advantage of low power consumption with highly accurate pulsed radar systems of coherent radar, all integrated into a component with a surface area of only 28 mm2. The radar sensor can be included in a range of mobile consumer products, from smartphones to wearables, but also in areas such as robots, drones, the Internet of Things, healthcare, automotive, industrial robots and security and monitoring systems. Acconeer is a semiconductor company and, as a business model, sells hardware to manufacturers of consumer electronics products. Acconeer is listed on Nasdaq First North Growth Market with the ticker code ACCON, Redeye is the company's Certified Advisor (CA). For more information: www.acconeer.com.

Notice of Annual General Meeting 2023 in Acconeer AB (publ)

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The Annual General Meeting of Acconeer AB (publ), reg. no. 556872-7654, (the "Company") will be held on 27 April 2023 at 17:30, Clarion Hotel & Congress Malmö Live, Dag Hammarskjölds Torg 2 in Malmö.

Notification etc.
Those who wish to participate in the annual general meeting must:

(i)  be listed as a shareholder in the presentation of the share register prepared by Euroclear Sweden AB concerning the circumstances as per the record date of 19 April 2023; and

(ii)  give notice of intent to participate no later than 21 April 2023. Notification shall be made either in writing to Acconeer AB, att: Jenny Olsson, Västra Varvsgatan 19, SE-211 77 Malmö, or by email, info@acconeer.com.

The notice shall include full name, personal identification number or corporate registration number, address and daytime telephone number and, where appropriate, information about representative, proxy and assistants. The number of assistants may not be more than two (2). The notification should, where appropriate, be accompanied by proxies, registration certificates and other documents of authority.

In order to be entitled to participate in the meeting, a shareholder whose shares are registered in the name of a nominee must, in addition to giving notice of participation in the annual general meeting, register its shares in its own name so that the shareholder is listed in the share register as of the record date of 19 April 2023. Such re-registration may be temporary (so-called voting rights registration), and a request for such voting rights registration shall be made to the nominee, in accordance with the nominee's routines, at such time in advance as decided by the nominee. Voting rights registration that has been made by the nominee no later than the second banking day after 19 April 2023, will be taken into account in the presentation of the share register.

Proxies etc.
If a shareholder is to vote through a proxy, a written, dated and signed proxy by the shareholder must be provided at the general meeting. The proxy may not be older than one (1) year, unless longer validity (maximum of five (5) years) is stated in the proxy. If the proxy is issued by a legal entity, the current registration certificate or equivalent authorisation document for the legal entity must also be provided. To facilitate an easier passing, a copy of the proxy and other documents of authority should be enclosed with the registration for the general meeting. Proxy forms will be kept available on the Company's website, www.acconeer.com, and at the Company's head office and will be sent by post to shareholders who contact the Company and state their address.

Proposed agenda

  1. Opening of the meeting.
  2. Election of chairman of the meeting.
  3. Election of one or two persons to approve the minutes.
  4. Preparation and approval of the voting list.
  5. Approval of agenda.
  6. Determination as to whether the meeting has been duly convened.
  7. Presentation of the annual report and the auditor's report.
  8. Address by the CEO.
  9. Resolution on:
    1. Adoption of the income statement and balance sheet.
    2. Disposition of the Company's profit or loss according to the established balance sheet.
    3. Discharge from liability of the board of directors and the CEO.
  10. Determination of fees to the board of directors and the auditors.
  11. Election of the board of directors and the auditor.
  12. Resolution on:
    1. Directed issue of warrants (Warrant Program 2023/2027).
    2. Approval of transfer of warrants.
  13. Resolution on authorisation for the board of directors to resolve on issue of shares.
  14. Closing of the meeting.

 

Item 2 Election of the chairman of the meeting
The board of directors has proposed that attorney at law (Sw. advokat) Henric Stråth, Moll Wendén Law Firm, be elected chairman of the meeting.

Item 9.B – Resolution on disposition of the Company's profit or loss
The board of directors has proposed to the 2023 annual general meeting that no dividend is paid and that the funds at the disposal of the general meeting are carried forward.

Item 10 Determination of fees to the Board and the auditor
A group of shareholders have proposed that the fees to the board of directors, for the period until the next annual general meeting, be paid out with a total of seventeen (17) price base amounts (Sw. prisbasbelopp), of which five (5) price base amounts to the chairman and three (3) price base amounts each to the other members elected by the annual general meeting who are not employed by the Company.

The board of directors has proposed that the fee to the auditor is to be paid according to approved invoice.

Item 11 Election of the board of directors and auditor
A group of shareholders have proposed that the number of board members shall be five (5), that the number of auditors shall be one (1), and that no deputy auditors shall be appointed.

A group of shareholders have proposed that the board of directors shall consist of the following members: Bengt Adolfsson (re-election), Lars-Erik Wernersson (re-election), Git Sturesjö Adolfsson (re-election), Thomas Rex (re-election) and Johan Paulsson (re-election). It is proposed that Thomas Rex is re-elected chairman of the board.

Information regarding the proposed members of the board of directors is available on the Company's website, investor.acconeer.com.

Furthermore, it has been proposed that the registered auditing company KPMG AB is elected for the period until the end of the next annual general meeting. KPMG AB has announced that, should the annual general meeting approve the proposal, the authorised public accountant Jonas Nihlberg will be the auditor-in-charge.

 

Item 12 Proposal for a decision on the directed issue of warrants and approval of the subsidiary's transfer pursuant to Chapter 16 section 4 second paragraph of the Companies Act

Background and motive
The board of directors has proposed that the annual general meeting resolves on a warrant-based incentive program for the individuals who are or will be employed by the Company (individuals employed for a fixed time period are excluded) including the CEO of the Company ("Employees") in accordance with the conditions set out below ("Warrant Program 2023/2027").

The purpose of the proposed program and the reasons for the deviation from the shareholders' preferential rights are that the board of directors believes that a warrant program that allows the Employees to gain access to the Company's value development promotes participation and accountability and brings increased motivation to promote favourable economic development in the Company. An incentive program is also expected to contribute to the recruitment and retention of competent, motivated and committed employees.

In light of the above, the board of directors proposes that the annual general meeting resolve to (A) issue warrants of series 2023/2027 to the Subsidiary (as defined below) and (B) approve the transfer of warrants series 2023/2027 from the Subsidiary to the Employees in accordance with item 12.B below. Items (A) and (B) constitute an overall proposal and shall be resolved upon as one resolution by the annual general meeting.

Item 12.A – Directed issue of warrants
For the implementation of Warrant Program 2023/2027, the board of directors proposes that the annual general meeting resolves to issue a maximum of 500,000 warrants of series 2023/2027, implying an increase in the share capital upon full exercise with a maximum of SEK 25,000.

For the decision, the following conditions shall apply:

  1. No more than 500,000 warrants shall be issued.
  2. With the exception of shareholders' preferential rights, the subscriber shall be the Company's wholly-owned subsidiary Acconeer Incentive AB, reg. no. 559156-2474 (the "Subsidiary"), with the right and obligation for the Subsidiary to transfer the warrants to the Employees in accordance with item B below.
  3. The warrants shall be issued free of charge to the Subsidiary.
  4. Subscription of warrants shall be made on a special subscription list within two weeks from the date of the issue resolution. The board of directors is entitled to extend the subscription period. Over-subscription cannot occur.
  5. Each warrant entitles the holder to subscribe for one (1) share in the Company.
  6. Subscription of shares under the warrants may take place during the period from 24 March 2027 up to and including 5 May 2027. The premium per share shall be transferred to the free share premium reserve (Sw. fria överkursfonden).
  7. The subscription price per share shall correspond to 150 per cent of the volume weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period of ten (10) trading days ending on 8 March 2024, however the subscription price per share shall never be less than the quota value of the share. The subscription price shall be rounded to the nearest SEK 0.01, whereupon SEK 0.005 shall be rounded upwards.
  8. The shares subscribed for on the basis of the warrants shall entitle the holder to a distribution of profits for the first time on the first record date of dividends that occur after the subscription of shares has been exercised through the exercise of the warrants.
  9. Applicable re-calculation terms and other terms and conditions for the warrants can be found in "Terms and conditions for warrants series 2023/2027 for new subscription of shares in Acconeer AB (publ)".
  10. The board of directors, or the one the board of directors appoints, is authorised to make minor adjustments to the annual general meeting's decisions and attachments that may prove necessary in connection with the registration with the Swedish Companies Registration Office or, where applicable, Euroclear Sweden AB.

Item 12.B – Approval of transfer of warrants to Employees
Warrant Program 2023/2027 shall be carried out mainly as described below.

  1. The warrants shall, for payment, be transferred by the Subsidiary on 15 March 2024, or on the later date decided by the board of directors, to the Employees in accordance with the guidelines set out below.
  2. Transfer according to item 12.B.1 shall be made at market value at the respective transfer dates, which shall be determined by Optionspartner AB or another independent valuation institute, using the Black & Scholes valuation model.
  3. Warrants shall be allotted in accordance with the following guidelines:
  • On each respective transfer date, every Employee shall be given the opportunity to acquire warrants to an amount equivalent to no more than one fifth (1/5) of the Employee's annual income prior to income tax.
  • No more than 500,000 warrants in total may be allotted on each occasion.
  1. There will be no guaranteed allotment and over-subscription cannot occur. In case the subscription of warrants exceeds the highest amount of warrants which may be allotted, allotment of warrants will be made proportionally in accordance with each Employee's annual income prior to income tax or, to the extent that allotment cannot be made this way, by the drawing of lots.
  2. Transfer of warrants may not take place after the annual general meeting 2024, after which non-transferred warrants shall be cancelled. Such cancellation of warrants shall be reported to the Swedish Companies Registration Office for duly registration.
  3. The right to transfer warrants in Warrant Program 2023/2027 assumes that (i) the Employee holds his/her position or has signed an agreement thereon by the time of the allotment and not announced or been informed at that time that the employment is intended to be terminated, (ii) that acquisition of warrants can take place in accordance with applicable laws and, according to the board of directors' assessment, can be executed with reasonable administrative costs and financial efforts, and (iii) that the Employee and/or, in applicable cases, the participant's company has entered into an agreement with the Company, according to which the Company, or the one the Company assigns, under certain circumstances has the right to repurchase the warrants from the participant/company if the participant's employment/consultancy assignment ceases or if the participant/company wishes to transfer the warrants before they can be exercised for subscription of shares. The board of directors has the right to make the reasonable changes and adjustments to the terms and conditions of the agreement that are deemed suitable or appropriate as a result of local employment law or tax law or administrative conditions.
  4. For participants in other jurisdictions than Sweden, it is implied that transfer of warrants is legally possible and that transfer, in the board of directors' opinion, can be carried out with reasonable administrative and financial efforts at their established fair market value. The board of directors shall be authorised to adjust the terms and conditions of the Warrants Program 2023/2027 to the extent required in order for allotment of warrants to participants in other jurisdictions, to the extent practically possible, to be carried out under the same conditions imposed by the Warrants Program 2023/2027.

Award criteria
No award criteria, beyond what is stated in item 12.B.6 above, have been resolved upon to receive allocation in the incentive program. The board of directors believes that a broad program that includes all Employees provides the best conditions to achieve the board of directors' goals of implementing the program: committed, motivated and competent co-workers.

Valuation
Subscription of the warrants shall be made at a price equal to the warrant's fair market value the day of subscription. The warrants' fair market value, according to a preliminary valuation based on assumptions of the market value of the underlying share of SEK 38.57 at subscription and an exercise price of SEK 57.85 per share, SEK 7.44 per warrant. The Black & Scholes valuation model has been used for the valuation, assuming a risk-free interest rate of 2.643 per cent and a volatility assumption of 48.6 per cent, taking into account the expected dividends and other value transfers to the shareholders. With respect to restrictions on disposal of, and the illiquidity in the warrants, a so-called illiquidity discount of 15.1 per cent has been applied to the warrants' value. The final price for the warrants will be established in connection with each subscription occasion to the Employees and will be based on market conditions prevailing at that time.

Costs
Since the warrants are subscribed for at market value, the Company is of the opinion that there will be no social costs for the Company as a result of the issue. However, some costs may arise if the subscription price exceeds the initially estimated market value. The costs will therefore mainly consist of limited costs for the implementation and administration of the warrants. Warrant Program 2023/2027 is not expected to entail any costs of significance to the Company. For this reason, no measures for hedging the program have been taken.

Dilution, previous incentive programs and effects on key ratios
As per the day of this proposal, there are 26,331,798 shares in the Company. Assuming that all warrants that can be issued under Warrant Program 2023/2027 are exercised for subscription of new shares, the number of shares and votes in the Company will increase by 500,000, which corresponds to a dilution of approximately 1.86 per cent of the number of shares and votes in Company. The dilution is expected to have a marginal impact on the Company's key ratios.

The Company currently has five ongoing share-based incentive programs: Warrant Program 2020/2023, Warrant Program 2021/2024:1, Warrant Program 2021/2024:2, Warrant Program 2022/2026 and Warrant Program 2023/2026.

The annual general meeting resolved on 14 April 2020 to issue a maximum of 300,000 warrants to the Subsidiary, which as of today holds 4 of these, through Warrants Program 2020/2023. The incentive program includes the persons who are or will be employed by the Company (but not fixed-term employees) including the CEO of the Company. The warrant holders have the right to, during the period from and including 1 May 2023 to and including 30 June 2023, call for subscription of a new share in the Company at a subscription price corresponding to 120 per cent of the volume weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period from 31 March 2020 until 13 April 2020.

The annual general meeting resolved on 27 April 2021 to issue a maximum of 300,000 warrants to the Subsidiary, which as of today holds 82,497 of these, through Warrant Program 2021/2024:1. The incentive program includes the persons who are or will be employed by the Company (but not fixed-term employees) including the CEO of the Company. The warrant holders have the right to, during the period from and including 15 May 2024 to and including 30 September 2024, call for subscription of a new share in the Company at a subscription price corresponding to 130 per cent of the volume weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period of ten (10) trading days ending on 23 April 2021.

The annual general meeting resolved on 27 April 2021 to issue a maximum of 300,000 warrants to the Subsidiary, which as of today holds 192,862 of these, through Warrant Program 2021/2024:2. The incentive program includes the persons who are or will be employed by the Company (but not fixed-term employees) including the CEO of the Company. The warrant holders have the right to, during the period from and including 15 November 2024 to and including 31 Mars 2025, call for subscription of a new share in the Company at a subscription price corresponding to 130 per cent of the volume weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period of ten (10) trading days beginning on 28 October 2021.

The annual general meeting resolved on 26 April 2022 to issue a maximum of 300,000 warrants to the Subsidiary, which as of today holds 76,485 of these, through Warrant Program 2022/2026. The incentive program includes the persons who are or will be employed by the Company (but not fixed-term employees) including the CEO of the Company. The warrant holders have the right to, during the period from and including 3 December 2025 to and including 16 January 2026, call for subscription of a new share in the Company at a subscription price corresponding to 150 per cent of the volume weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period of ten (10) trading days beginning on 11 November 2022.

The annual general meeting resolved on 26 April 2022 to issue a maximum of 300,000 warrants to the Subsidiary, which as of today holds 166,197 of these, through Warrant Program 2023/2026. The incentive program includes the persons who are or will be employed by the Company (but not fixed-term employees) including the CEO of the Company. The warrant holders have the right to, during the period from and including 25 March 2026 to and including 8 May 2026, call for subscription of a new share in the Company at a subscription price corresponding to 150 per cent of the volume weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period of ten (10) trading days beginning on 3 March 2023.

If (i) all outstanding warrants issued in connection with the ongoing incentive programs, excluding the warrants held by the Subsidiary, are exercised in full for subscription of shares, (ii) the general meeting resolves on the implementation of Warrant Program 2023/2027 in accordance with the proposal, and (iii) all warrants that can be issued in or in connection with Warrant Program 2023/2027 are exercised for subscription of shares, the number of shares and votes in the Company will increase by 1,481,955, which corresponds to a total dilution of approximately 5.33 per cent of the number of shares and votes in the Company.

The above estimates are subject to revaluations of the warrants under the usual translation terms contained in the full terms. All dilution effects have been calculated as the number of additional shares in relation to the number of existing plus additional shares.

Preparation of the proposal
The proposal for resolution on the implementation of Warrant Program 2023/2027 and the proposals of resolutions according to item 12.A and 12.B above, have been prepared by the board of directors together with external advisors. Board members will not be allotted. The CEO, who may be granted warrants in Warrant Program 2023/2027, has not participated in the preparation of the proposal.

Majority requirements
The resolution of the annual general meeting in accordance with the board of directors' proposals under items 12.A-B above is proposed to be adopted as a joint decision. A valid resolution requires that the resolution is supported by shareholders with at least nine tenths (9/10) of both the votes cast and the shares represented at the annual general meeting.

Item 13 – Proposal for a decision regarding authorisation of the board of directors to issue new shares
The board of directors proposes that the meeting authorises the board of directors until the next annual general meeting to, on one or more occasions, resolve to increase the Company's share capital by issue of no more than shares corresponding to twenty-five (25) per cent of the total number of shares in the Company at the time of the meeting's decision of authorisation.

However, such issues may not cause the share capital in the Company to exceed the Company's highest allowed share capital according to the articles of association. The board of directors may deviate from the shareholders' preferential rights. The reason for the board of directors' authorisation to deviate from the shareholders' preferential rights is to enable the Company to raise new capital and to take advantage of future opportunities to attract new long-term owners, and to finance the Company's growth strategy. The authorisation also includes the right to decide on payment for the issued shares by set-off, in kind or with other conditions as referred in Chapter 13, section 5, item 6 of the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)). At a deviation from the shareholders' preferential rights, the issue rate shall be determined in accordance with market conditions, taking into account any discount on market terms.

For a valid resolution on the proposal in this item, the proposal has to be supported by shareholders representing at least two-thirds (2/3) of the votes cast as well as shares represented at the meeting.

Available documents
The complete proposals and other documents that shall be made available prior to the annual general meeting pursuant to the Swedish Companies Act will be made available at the Company and at the Company's website, www.acconeer.com, at least three weeks prior to the annual general meeting. The documents will also be sent free of charge to shareholders who so request and provide their address to the Company. In other respects, the board of directors' complete proposals for resolutions are stated in the notice.

Information at the annual general meeting
The board of directors and the CEO shall, if any shareholder so requests and the board of directors believes that it can be done without material harm to the Company, provide information regarding circumstances that may affect the assessment of an item on the agenda and circumstances that can affect the assessment of the Company's or its subsidiaries' financial situation and the Company's relation to other companies within the group.

Shareholders who wish to submit a question in advance can do so by mail to Jenny Olsson at the address Acconeer AB, Att: "AGM 2023" Västra Varvsgatan 19, SE-211 77 Malmö or by email to info@acconeer.com. Submissions should include the name of the shareholder including such shareholder's personal or organisation number. It is also recommended that the submission includes the shareholder's postal address, email address and telephone number.

Shares and votes in the Company
The total number of shares and votes in the Company amount to 26,331,798, as per the date of this notice. The Company does not hold any own shares.

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

____________

Malmö in March 2023
Acconeer AB
The Board of Directors

The English text is an unofficial translation. In case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.

For further information, please contact:
Lars Lindell, CEO
Tel. +46 (0)10 218 92 00
ir@acconeer.com
www.acconeer.com 

The following documents can be retrieved from beQuoted
Acconeer Notice-AGM-2023.pdf

About Acconeer AB

With ground-breaking technology, Acconeer has developed a radar sensor that opens a new world of interaction. Acconeer Micro Radar Sensor, with low power consumption, high precision, small size and high robustness, is a 60GHz robust and cost-effective sensor for detection, distance measurement, motion detection and camera-supported applications with low power consumption. Acconeer combines the advantage of low power consumption with highly accurate pulsed radar systems of coherent radar, all integrated into a component with a surface area of only 28 mm2. The radar sensor can be included in a range of mobile consumer products, from smartphones to wearables, but also in areas such as robots, drones, the Internet of Things, healthcare, automotive, industrial robots and security and monitoring systems. Acconeer is a semiconductor company and, as a business model, sells hardware to manufacturers of consumer electronics products. Acconeer is listed on Nasdaq First North Growth Market with the ticker code ACCON, Redeye is the company's Certified Advisor (CA). For more information: www.acconeer.com.

Acconeer publishes annual report for 2022

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Acconeer AB's annual report for 2022 is from today available on the company's website, investor.acconeer.com.

In order to reduce environmental impact and cost, Acconeer AB will not print the annual report for general distribution. A printed version of the report can be distributed to shareholders upon request.

As previously communicated, the Annual General Meeting will be held on Thursday, 27 April 2023. More information will be included in the notice convening the AGM.

For additional information, please contact:
Lars Lindell, CEO Acconeer, Phone: +46 10218 92 00, E-mail: ir@acconeer.com

The following documents can be retrieved from beQuoted
Acconeer-publishes-annual-report-for-2022.pdf
Acconeer-Annual-Report-2022 20230323.pdf

About Acconeer AB

With ground-breaking technology, Acconeer has developed a radar sensor that opens a new world of interaction. Acconeer Micro Radar Sensor, with low power consumption, high precision, small size and high robustness, is a 60GHz robust and cost-effective sensor for detection, distance measurement, motion detection and camera-supported applications with low power consumption. Acconeer combines the advantage of low power consumption with highly accurate pulsed radar systems of coherent radar, all integrated into a component with a surface area of only 28 mm2. The radar sensor can be included in a range of mobile consumer products, from smartphones to wearables, but also in areas such as robots, drones, the Internet of Things, healthcare, automotive, industrial robots and security and monitoring systems. Acconeer is a semiconductor company and, as a business model, sells hardware to manufacturers of consumer electronics products. Acconeer is listed on Nasdaq First North Growth Market with the ticker code ACCON, Redeye is the company's Certified Advisor (CA). For more information: www.acconeer.com.

Bulletin from the annual general meeting of Acconeer AB on 26 April 2022

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Acconeer AB (the "Company") held its annual general meeting on 26 April 2022. At the annual general meeting, the following resolutions were made.

Adoption of the income statement and balance sheet

The annual general meeting resolved to adopt the board of directors' proposal for the income statement and the balance sheet for the fiscal year of 2021.

Disposition of the Company's profit or loss

The annual general meeting resolved, in accordance with the board of directors' proposal, that no dividend is paid and that the Company's funds available for distribution is carried forward.

Discharge from liability

The annual general meeting resolved to grant discharge from liability to all persons who have had the position of board member or CEO in the Company during 2021.

Election on the board of directors and auditor, and determination of fees

The annual general meeting resolved to re-elect Bengt Adolfsson, Lars-Erik Wernersson, Git Sturesjö Adolfsson, Thomas Rex and Johan Paulsson. Thomas Rex was re-elected as chairman of the board of directors.

The annual general meeting resolved that the fees to the board of directors, for the period until the next annual meeting, shall be paid out with a total of twelve (12) price base amounts (Sw. prisbasbelopp), of which four (4) price base amounts to the chairman and two (2) price base amounts to each of the other members elected by the annual general meeting who are not employed by the Company.

The annual general meeting resolved to elect the registered audit company KPMG AB as the Company's auditor until the end of the next annual general meeting. Fees to the auditor shall be paid according to approved invoice.

Directed issue of warrants and approval of transfer of warrants

The annual general meeting resolved, in accordance with the board of directors' proposal, on the warrant-based incentive program Warrant Program 2022/2026 by (A) issuance of warrants of series 2022/2026  to the Company's wholly-owned subsidiary and (B) approval of the transfer of warrants 2022/2026 from the subsidiary to individuals who are or will be employed by the Company (individuals employed for a fixed time period are excluded) including the CEO ("Employees").

No more than 300,000 warrants shall be issued to the subsidiary with the right and obligation for the subsidiary to later transfer the warrants to the Employees. The warrants shall be transferred by the subsidiary on 18 November 2022, or on the later date decided by the board of directors, the transfer shall be made at market value at the respective transfer dates and warrants shall be allotted in accordance with the principles set forth in the board of directors' proposal. Subscription of shares under the warrants may take place during the period from 3 December 2025 until 16 January 2026. The premium per share shall be transferred to the free share premium reserve (Sw. fria överkursfonden). The subscription price per share shall correspond to 150 per cent of the volume-weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period of ten (10) trading days ending on 11 November 2022, however, the subscription price per share shall never be less than the quota value of the share. The maximum dilution effect of the program is approximately 1.15 per cent.

Directed issue of warrants and approval of transfer of warrants

The annual general meeting resolved, in accordance with the board of directors' proposal, on the warrant-based incentive program Warrant Program 2023/2026 by (A) issuance of warrants of series 2023/2026 to the Company's wholly-owned subsidiary and (B) approval of the transfer of warrants 2023/2026 from the subsidiary to the Employees (including the CEO) in the Company.

No more than 300,000 warrants shall be issued to the subsidiary with the right and obligation for the subsidiary to later transfer the warrants to the Employees. The warrants shall be transferred by the subsidiary on 10 March 2023, or on the later date decided by the board of directors, the transfer shall be made at market value at the respective transfer dates and warrants shall be allotted in accordance with the principles set forth in the board of directors' proposal. Subscription of shares under the warrants may take place during the period from 25 March 2026 until 8 May 2026. The premium per share shall be transferred to the free share premium reserve (Sw. fria överkursfonden). The subscription price per share shall correspond to 150 per cent of the volume-weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period of ten (10) trading days ending on 3 March 2023, however, the subscription price per share shall never be less than the quota value of the share. The maximum dilution effect of the program is approximately 1.15 per cent.

Authorisation for the board of directors to resolve on issue of shares

The annual general meeting resolved to authorise the board of directors to, until the next annual general meeting, on one or more occasions, resolve to increase the Company's share capital by issue of no more than shares corresponding to twenty-five (25) per cent of the total number of shares in the Company at the time of the annual general meeting's decision of authorisation. The board of directors may deviate from the shareholders' preferential rights. The reason for the board of directors' authorisation to deviate from the shareholders' preferential rights is to enable the Company to raise new capital and to take advantage of future opportunities to attract new long-term owners, and to finance the Company's growth strategy. The authorisation also includes the right to decide on payment for the issued shares by set-off, in kind or with other conditions as referred in Chapter 13 Section 5 item 6 of the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)). At a deviation from the shareholders' preferential rights, the issue rate shall be determined in accordance with market conditions, taking into account any discount on market terms.

________________

For more detailed information regarding the content of the resolutions, please refer to the press release published on 24 March 2022 and the complete notice of the annual general meeting. The notice of the annual general meeting and complete proposals regarding the resolutions of the annual general meeting are available on the Company's website, www.acconeer.com.

The English text is an unofficial translation. In case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.

For further information, please contact:
Lars Lindell, CEO
Tel. +46 (0) 10 218 92 00
ir@acconeer.com
www.acconeer.com 

The following documents can be retrieved from beQuoted
Acconeer-AB Bulletin-AGM-2022.pdf

About Acconeer AB

With ground-breaking technology, Acconeer has developed a radar sensor that opens a new world of interaction. Acconeer Micro Radar Sensor, with low power consumption, high precision, small size and high robustness, is a 60GHz robust and cost-effective sensor for detection, distance measurement, motion detection and camera-supported applications with low power consumption. Acconeer combines the advantage of low power consumption with highly accurate pulsed radar systems of coherent radar, all integrated into a component with a surface area of only 28 mm2. The radar sensor can be included in a range of mobile consumer products, from smartphones to wearables, but also in areas such as robots, drones, the Internet of Things, healthcare, automotive, industrial robots and security and monitoring systems. Acconeer is a semiconductor company and, as a business model, sells hardware to manufacturers of consumer electronics products. Acconeer is listed on Nasdaq First North Growth Market with the ticker code ACCON, Redeye is the company's Certified Advisor (CA) and can be contacted via telephone +46(0)8 121 576 90 or via e-mail certifiedadviser@redeye.se. For more information: www.acconeer.com.

Notice of Annual General Meeting 2022 in Acconeer AB (publ)

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The Annual General Meeting of Acconeer AB (publ), reg. no. 556872-7654, (the "Company") will be
held on 26 April 2022 at 16:30, Clarion Hotel & Congress Malmö Live, Dag Hammarskjölds Torg 2 in
Malmö.

Notification etc.
Those who wish to participate in the annual general meeting must:

(i) be listed as a shareholder in the presentation of the share register prepared by Euroclear Sweden AB concerning the circumstances as per the record date of 14 April 2022;
and
(ii) give notice of intent to participate no later than 20 April 2022. Notification shall be made either in writing to Acconeer AB, att: Jenny Olsson, Västra Varvsgatan 19, SE-211 77 Malmö, or by email, info@acconeer.com.

The notice shall include full name, personal identification number or corporate registration number, address and daytime telephone number and, where appropriate, information about representative, proxy and assistants. The number of assistants may not be more than two (2). The notification should, where appropriate, be accompanied by proxies, registration certificates and other documents of authority.

In order to be entitled to participate in the meeting, a shareholder whose shares are registered in the name of a nominee must, in addition to giving notice of participation in the annual general meeting, register its shares in its own name so that the shareholder is listed in the share register as of the record date of 14 April 2022. Such re-registration may be temporary (so-called voting rights registration), and a request for such voting rights registration shall be made to the nominee, in accordance with the nominee's routines, at such time in advance as decided by the nominee. Voting rights registration that has been made by the nominee no later than 20 April 2022, will be taken into account in the presentation of the share register.

Proxies etc.
If a shareholder is to vote through a proxy, a written, dated and signed proxy by the shareholder must be provided at the general meeting. The proxy may not be older than one (1) year, unless longer validity (maximum of five (5) years) is stated in the proxy. If the proxy is issued by a legal entity, the current registration certificate or equivalent authorisation document for the legal entity must also be provided. To facilitate an easier passing, a copy of the proxy and other documents of authority should be enclosed with the registration for the general meeting. Proxy forms will be kept available on the Company's website, www.acconeer.com, and at the Company's head office and will be sent by post to shareholders who contact the Company and state their address.

Proposed agenda

  1. Opening of the meeting.
  2. Election of chairman of the meeting.
  3. Election of one or two persons to approve the minutes.
  4. Preparation and approval of the voting list.
  5. Approval of agenda.
  6. Determination as to whether the meeting has been duly convened.
  7. Presentation of the annual report and the auditor's report.
  8. Address by the CEO.
  9. Resolution on:
    A. Adoption of the income statement and balance sheet.
    B. Disposition of the Company's profit or loss according to the established balance sheet.
    C. Discharge from liability of the board of directors and the CEO.
  10. Determination of fees to the board of directors and the auditors.
  11. Election of the board of directors and the auditor.
  12. Resolution on:
    A. Directed issue of warrants (Warrant Program 2022/2026).
    B. Approval of transfer of warrants.
  13. Resolution on:
    A. Directed issue of warrants (Warrant Program 2023/2026).
    B. Approval of transfer of warrants.
  14. Resolution on authorisation for the board of directors to resolve on issue of shares.
  15. Closing of the meeting.

Item 2 – Election of the chairman of the meeting
The board of directors has proposed that attorney at law (Sw. advokat) Henric Stråth, Moll Wendén Law Firm, be elected chairman of the meeting.

Item 9.B – Resolution on disposition of the Company's profit or loss
The board of directors has proposed to the 2022 annual general meeting that no dividend is paid and that the funds at the disposal of the general meeting are carried forward.

Item 10 – Determination of fees to the Board and the auditor
A group of shareholders have proposed that the fees to the board of directors, for the period until the next annual general meeting, be paid out with a total of twelve (12) price base amounts (Sw. prisbasbelopp), of which four (4) price base amounts to the chairman and two (2) price base amounts each to the other members elected by the annual general meeting who are not employed by the Company.

The board of directors has proposed that the fee to the auditor is to be paid according to approved invoice.

Item 11 – Election of the board of directors and auditor
A group of shareholders have proposed that the number of board members shall be five (5), that the number of auditors shall be one (1), and that no deputy auditors shall be appointed.

A group of shareholders have proposed that the board of directors shall consist of the following members: Bengt Adolfsson (re-election), Lars-Erik Wenersson (re-election), Git Sturesjö Adolfsson (reelection), Thomas Rex (re-election) and Johan Paulsson (re-election). It is proposed that Thomas Rex is re-elected chairman of the board.

Information regarding the proposed members of the board of directors is available on the Company's website, investor.acconeer.com.

Furthermore, it has been proposed that the registered auditing company KPMG AB is elected for the period until the end of the next annual general meeting. KPMG AB has announced that, should the annual general meeting approve the proposal, the authorised public accountant Jonas Nihlberg will be the auditor-in-charge.

Item 12 – Proposal for a decision on the directed issue of warrants and approval of the subsidiary's transfer pursuant to Chapter 16 section 4 second paragraph of the Companies Act

Background and motive
The board of directors has proposed that the annual general meeting resolves on a warrant-based incentive program for the individuals who are or will be employed by the Company (individuals employed for a fixed time period are excluded) including the CEO of the Company ("Employees") in accordance with the conditions set out below ("Warrant Program 2022/2026").

The purpose of the proposed program and the reasons for the deviation from the shareholders' preferential rights are that the board of directors believes that a warrant program that allows the Employees to gain access to the Company's value development promotes participation and accountability and brings increased motivation to promote favourable economic development in the Company. An incentive program is also expected to contribute to the recruitment and retention of competent, motivated and committed employees.

In light of the above, the board of directors propose that the annual general meeting resolve to (A) issue warrants of series 2022/2026 to the Subsidiary (as defined below) and (B) approve the transfer of warrants series 2022/2026 from the Subsidiary to the Employees in accordance with item 12.B below. Items (A) and (B) constitute an overall proposal and shall be resolved upon as one resolution by the annual general meeting.

Item 12.A – Directed issue of warrants
For the implementation of Warrant Program 2022/2026, the board of directors propose that the annual general meeting resolves to issue a maximum of 300,000 warrants of series 2022/2026, implying an increase in the share capital upon full exercise with a maximum of SEK 15,000.

For the decision, the following conditions shall apply:

  1. No more than 300,000 warrants shall be issued.
  2. With the exception of shareholders' preferential rights, the subscriber shall be the Company's wholly-owned subsidiary Acconeer Incentive AB, reg. no. 559156-2474 (the "Subsidiary") with the right and obligation for the Subsidiary to transfer the warrants to the Employees in accordance with item B below.
  3. The warrants shall be issued free of charge to the Subsidiary.
  4. Subscription of warrants shall be made on a special subscription list within two weeks from the date of the issue resolution. The board of directors is entitled to extend the subscription period. Over-subscription cannot occur.
  5. Each warrant entitles the holder to subscribe for one (1) share in the Company.
  6. Subscription of shares under the warrants may take place during the period from 3 December 2025 up to and including 16 January 2026. The premium per share shall be transferred to the free share premium reserve (Sw. fria överkursfonden).
  7. The subscription price per share shall correspond to 150 per cent of the volume weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period of ten (10) trading days ending on 11 November 2022, however, the subscription price per share shall never be less than the quota value of the share. The subscription price shall be rounded to the nearest SEK 0.01, whereupon SEK 0.005 shall be rounded upwards.
  8. The shares subscribed for on the basis of the warrants shall entitle the holder to a distribution of profits for the first time on the first record date of dividends that occur after the subscription of shares has been exercised through the exercise of the warrants.
  9. Applicable re-calculation terms and other terms and conditions for the warrants can be found in "Terms and conditions for warrants series 2022/2026 for new subscription of shares in Acconeer AB (publ)".
  10. The board of directors, or the one the board of directors appoints, is authorised to make minor adjustments to the annual general meeting's decisions and attachments that may prove necessary in connection with the registration with the Swedish Companies Registration Office
    or, where applicable, Euroclear Sweden AB.

Item 12.B – Approval of transfer of warrants to Employees
Warrant Program 2022/2026 shall be carried out mainly as described below.

  1. The warrants shall, for payment, be transferred by the Subsidiary on 18 November 2022, or on the later date decided by the board of directors, to the Employees in accordance with the guidelines set out below.
  2. Transfer according to item 12.B.1 shall be made at market value at the respective transfer dates, which shall be determined by Optionspartner AB or another independent valuation institute, using the Black & Scholes valuation model.
  3. Warrants shall be allotted in accordance with the following guidelines:
    * On each respective transfer date, every Employee shall be given the opportunity to acquire warrants to an amount equivalent to no more than one fifth (1/5) of the Employee's annual income prior to income tax.
    * No more than 300,000 warrants in total may be allotted on each occasion.
  4. There will be no guaranteed allotment and over-subscription cannot occur. In case the subscription of warrants exceeds the highest amount of warrants which may be allotted, allotment of warrants will be made proportionally in accordance with each Employee's annual income prior to income tax or, to the extent that allotment cannot be made this way, by the drawing of lots.
  5. Transfer of warrants may not take place after the annual general meeting 2023, after which non-transferred warrants shall be cancelled. Such cancellation of warrants shall be reported to the Swedish Companies Registration Office for duly registration.
  6. The right to transfer warrants in Warrant Program 2022/2026 assumes that (i) the Employee holds his/her position or has signed an agreement thereon by the time of the allotment and not announced or been informed at that time that the employment is intended to be terminated, (ii)
    that acquisition of warrants can take place in accordance with applicable laws and, according to the board of directors' assessment, can be executed with reasonable administrative costs and financial efforts, and (iii) that the Employee and/or, in applicable cases, the participant's
    company has entered into an agreement with the Company, according to which the Company, or the one the Company assigns, under certain circumstances has the right to repurchase the warrants from the participant/company if the participant's employment/consultancy assignment
    ceases or if the participant/company wishes to transfer the warrants before they can be exercised for subscription of shares. The board of directors has the right to make the reasonable changes and adjustments to the terms and conditions of the agreement that are deemed suitable or appropriate as a result of local employment law or tax law or administrative conditions.
  7. For participants in other jurisdictions than Sweden, it is implied that transfer of warrants is legally possible and that transfer, in the board of directors' opinion, can be carried out with reasonable administrative and financial efforts at their established fair market value. The board of directors shall be authorised to adjust the terms and conditions of the Warrants Program 2022/2026 to the extent required in order for allotment of warrants to participants in other jurisdictions, to the extent practically possible, to be carried out under the same conditions imposed by the Warrants Program 2022/2026.

Award criteria
No award criteria, beyond what is stated in item 12.B.6 above, have been resolved upon to receive allocation in the incentive program. The board of directors believes that a broad program that includes all Employees provides the best conditions to achieve the board of directors' goals of implementing the program: committed, motivated and competent co-workers.

Valuation
Subscription of the warrants shall be made at a price equal to the warrant's fair market value the day of subscription. The warrants' fair market value, according to a preliminary valuation based on assumptions of the market value of the underlying share of SEK 48.23 at subscription and an exercise price of SEK 72.34 per share, SEK 6.93 per warrant. The Black & Scholes valuation model has been used for the valuation, assuming a risk-free interest rate of 0.549 per cent and a volatility assumption of 41.7 per cent, taking into account the expected dividends and other value transfers to the shareholders. With respect to restrictions on disposal of, and the illiquidity in the warrants, a so-called illiquidity discount of 15.2 per cent has been applied to the warrants' value. The final price for the warrants will be established in connection with each subscription occasion to the Employees and will be based on market conditions prevailing at that time.

Costs
Since the warrants are subscribed for at market value, the Company is of the opinion that there will be no social costs for the Company as a result of the issue. However, some costs may arise if the subscription price exceeds the initially estimated market value. The costs will therefore mainly consist of limited costs for the implementation and administration of the warrants. Warrant Program 2022/2026 is not expected to entail any costs of significance to the Company. For this reason, no measures for hedging the program have been taken.

Dilution, previous incentive programs and effects on key ratios
As per the day of this proposal, there are 25,720,750 shares in the Company. Assuming that all warrants that can be issued under Warrant Program 2022/2026 are exercised for subscription of new shares, the number of shares and votes in the Company will increase by 300,000, which corresponds to a dilution of approximately 1.15 per cent of the number of shares and votes in Company. The dilution is expected to have a marginal impact on the Company's key ratios.

The Company currently has four ongoing share-based incentive programs: Warrant Program 2019/2022, Warrant Program 2020/2023, Warrant Program 2021/2024:1 and Warrant Program 2021/2024:2.

The annual general meeting resolved on 9 April 2019 to issue a maximum of 600,000 warrants to the Subsidiary through Warrant Program 2019/2022. The incentive program includes the persons who are or will be employed by the Company (but not fixed-term employees) including the CEO of the Company. The warrant holders have the right to, during the period from and including 1 May 2022 to and including 30 June 2022, call for subscription of a new share in the Company at a subscription price corresponding to 140 per cent of the volume weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period from 26 March 2019 until 8 April 2019.

The annual general meeting resolved on 14 April 2020 to issue a maximum of 300,000 warrants to the Subsidiary through Warrants Program 2020/2023. The incentive program includes the persons who are or will be employed by the Company (but not fixed-term employees) including the CEO of the Company.

The warrant holders have the right to, during the period from and including 1 May 2023 to and including 30 June 2023, call for subscription of a new share in the Company at a subscription price corresponding to 120 per cent of the volume weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period from 31 March 2020 until 13 April 2020.

The annual general meeting resolved on 27 April 2021 to issue a maximum of 300,000 warrants to the Subsidiary, which as of today holds 82,497 of these, through Warrant Program 2021/2024:1. The incentive program includes the persons who are or will be employed by the Company (but not fixed-term employees) including the CEO of the Company. The warrant holders have the right to, during the period from and including 15 May 2024 to and including 30 September 2024, call for subscription of a new share in the Company at a subscription price corresponding to 130 per cent of the volume weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period of ten (10) trading days ending on 23 April 2021.

The annual general meeting resolved on 27 April 2021 to issue a maximum of 300,000 warrants to the Subsidiary, which as of today holds 192,862 of these, through Warrant Program 2021/2024:2. The incentive program includes the persons who are or will be employed by the Company (but not fixed-term employees) including the CEO of the Company. The warrant holders have the right to, during the period from and including 15 November 2024 to and including 31 Mars 2025, call for subscription of a new share in the Company at a subscription price corresponding to 130 per cent of the volume weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period of ten (10) trading days beginning on 28 October 2021.

Besides Warrant Program 2022/2026, the board of directors proposes that the annual general meeting of 26 April 2022 resolves to implement Warrant Program 2023/2026 (see item 13).

If (i) all outstanding warrants issued in connection with the ongoing incentive programs, excluding the warrants held by the Subsidiary, are exercised in full for subscription of shares, (ii) the general meeting resolves on the implementation of Warrant Program 2022/2026 and Warrant Program 2023/2026 in accordance with the proposals, and (iii) all warrants that can be issued in or in connection with Warrant Program 2022/2026 and Warrant Program 2023/2026 are exercised for subscription of shares, the number of shares and votes in the Company will increase by 1,824,641, which corresponds to a total dilution of approximately 6.62 per cent of the number of shares and votes in the Company.

The above estimates are subject to revaluations of the warrants under the usual translation terms contained in the full terms. All dilution effects have been calculated as the number of additional shares in relation to the number of existing plus additional shares.

Preparation of the proposal
The proposal for resolution on the implementation of Warrant Program 2022/2026 and the proposals of resolutions according to item 12.A and 12.B above, have been prepared by the board of directors together with external advisors. Board members will not be allotted. The CEO, who may be granted warrants in Warrant Program 2022/2026, has not participated in the preparation of the proposal.

Majority requirements
The resolution of the annual general meeting in accordance with the board of directors' proposals under items 12.A-B above is proposed to be adopted as a joint decision. A valid resolution requires that the resolution is supported by shareholders with at least nine tenths (9/10) of both the votes cast and the shares represented at the annual general meeting.

Item 13 – Proposal for a decision on the directed issue of warrants and approval of the subsidiary's transfer pursuant to Chapter 16 section 4 second paragraph of the Companies Act

Background and motive
The board of directors has proposed that the annual general meeting resolves on a warrant-based incentive program for individuals who are or will be Employees (including the CEO) in the Company in accordance with the conditions set out below ("Warrant Program 2023/2026").

The purpose of the proposed program and the reasons for the deviation from the shareholders' preferential rights are that the board of directors believes that a warrant program that allows the Employees to gain access to the Company's value development promotes participation and accountability and brings increased motivation to promote favourable economic development in the Company. An incentive program is also expected to contribute to the recruitment and retention of competent, motivated and committed employees.

In light of the above, the board of directors proposes that the annual general meeting resolve to (A) issue warrants series 2023/2026 to the Subsidiary and (B) approve transfer of warrants series 2023/2026 from the Subsidiary to the Employees in accordance with item 13.B below. Items (A) and (B) constitute an overall proposal and shall be resolved upon as one resolution by the annual general meeting.

Item 13.A – Directed issue of warrants

For the implementation of Warrant Program 2023/2026, the board of directors propose that the annual general meeting resolves to issue a maximum of 300,000 warrants of series 2023/2026, implying an increase in the share capital upon full exercise with a maximum of SEK 15,000.

For the decision, the following conditions shall apply:

  1. No more than 300,000 warrants shall be issued.
  2. With the exception of shareholders' preferential rights, the subscriber shall be the Subsidiary, with the right and obligation for the Subsidiary to transfer the warrants to the Employees in accordance with item B below.
  3. The warrants shall be issued free of charge to the Subsidiary.
  4. Subscription of warrants shall be made on a special subscription list within two weeks from the date of the issue resolution. The board of directors is entitled to extend the subscription period. Over-subscription cannot occur.
  5. Each warrant entitles the holder to subscribe for one (1) share in the Company.
  6. Subscription of shares under the warrants may take place during the period from 25 March 2026 up to and including 8 May 2026. The premium per share shall be transferred to the free share premium reserve (Sw. fria överkursfonden).
  7. The subscription price per share shall correspond to 150 per cent of the volume weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period of ten (10) trading days ending on 3 March 2023, however the subscription price per share shall never be less than the quota value of the share. The subscription price shall be rounded to the nearest SEK 0.01, whereupon SEK 0.005 shall be rounded upwards.
  8. The shares subscribed for on the basis of the warrants shall entitle the holder to a distribution of profits for the first time on the first record date of dividends that occur after the subscription of shares has been exercised through the exercise of the warrants.
  9. Applicable re-calculation terms and other terms and conditions for the warrants can be found in "Terms and conditions for warrants series 2023/2026 for new subscription of shares in Acconeer AB (publ)".
  10. The board of directors, or the one the board of directors appoints, is authorised to make minor adjustments to the annual general meeting's decisions and attachments that may prove necessary in connection with the registration with the Swedish Companies Registration Office or, where applicable, Euroclear Sweden AB.

Item 13.B – Approval of transfer of warrants to Employees
Warrant Program 2023/2026 shall be carried out mainly as described below.

  1. The warrants shall, for payment, be transferred by the Subsidiary on 10 March 2023, or on the later date decided by the board of directors, to the Employees in accordance with the guidelines set out below.
  2. Transfer according to item 13.B.1 shall be made at market value at the respective transfer dates, which shall be determined by Optionspartner AB or another independent valuation institute, using the Black & Scholes valuation model.
  3. Warrants shall be allotted in accordance with the following guidelines:
    * On each respective transfer date, every Employee shall be given the opportunity to acquire warrants to an amount equivalent to no more than one fifth (1/5) of the Employee's annual income prior to income tax.
    * No more than 300,000 warrants in total may be allotted on each occasion.
  4. There will be no guaranteed allotment and over-subscription cannot occur. In case the subscription of warrants exceeds the highest amount of warrants which may be allotted, allotment of warrants will be made proportionally in accordance with each Employee's annual income prior to income tax or, to the extent that allotment cannot be made this way, by the drawing of lots.
  5. Transfer of warrants may not take place after the annual general meeting 2023, after which non-transferred warrants shall be cancelled. Such cancellation of warrants shall be reported to the Swedish Companies Registration Office for duly registration.
  6. The right to transfer warrants in Warrant Program 2023/2026 assumes that (i) the Employee holds his/her position or has signed an agreement thereon by the time of the allotment and not announced or been informed at that time that the employment is intended to be terminated, (ii) that acquisition of warrants can take place in accordance with applicable laws and, according to the board of directors' assessment, can be executed with reasonable administrative costs and financial efforts, and (iii) that the Employee and/or, in applicable cases, the participant's company has entered into an agreement with the Company, according to which the Company, or the one the Company assigns, under certain circumstances has the right to repurchase the warrants from the participant/company if the participant's employment/consultancy assignment ceases or if the participant/company wishes to transfer the warrants before they can be exercised for subscription of shares. The board of directors has the right to make the reasonable changes and adjustments to the terms and conditions of the agreement that are deemed suitable or appropriate as a result of local employment law or tax law or administrative conditions.
  7. For participants in other jurisdictions than Sweden, it is implied that transfer of warrants is legally possible and that transfer, in the board of directors' opinion, can be carried out with reasonable administrative and financial efforts at their established fair market value. The board of directors shall be authorised to adjust the terms and conditions of the Warrants Program 2023/2026 to the extent required in order for allotment of warrants to participants in other jurisdictions, to the extent practically possible, to be carried out under the same conditions imposed by the Warrants Program 2023/2026.

Award criteria
No award criteria, beyond what is stated in item 13.B.6 above, have been resolved upon to receive allocation in the incentive program. The board of directors believes that a broad program that includes all Employees provides the best conditions to achieve the board of directors' goals of implementing the program: committed, motivated and competent co-workers.

Valuation
Subscription of the warrants shall be made at a price equal to the warrant's fair market value the day of subscription. The warrants' fair market value, according to a preliminary valuation based on assumptions of the market value of the underlying share of SEK 48.23 at subscription and an exercise price of SEK 72.34 per share, SEK 6.93 per warrant. The Black & Scholes valuation model has been used for the valuation, assuming a risk-free interest rate of 0.549 per cent and a volatility assumption of 41.7 per cent, taking into account the expected dividends and other value transfers to the shareholders. With respect to restrictions on disposal of, and the illiquidity in the warrants, a so-called illiquidity discount of 15.2 per cent has been applied to the warrants' value. The final price for the warrants will be established in connection with each subscription occasion to the Employees and will be based on market conditions prevailing at that time.

Costs
Since the warrants are subscribed for at market value, the Company is of the opinion that there will be no social costs for the Company as a result of the issue. However, some costs may arise if the subscription price exceeds the initially estimated market value. The costs will therefore mainly consist of limited costs for the implementation and administration of the warrants. Warrant Program 2023/2026 is not expected to entail any costs of significance to the Company. For this reason, no measures for hedging the program have been taken.

Dilution, previous incentive programs and effects on key ratios
As per the day of this proposal, there are 25,720,750 shares in the Company. Assuming that all warrants that can be issued under Warrant Program 2023/2026 are exercised for subscription of new shares, the number of shares and votes in the Company will increase by 300,000, which corresponds to a dilution of approximately 1.15 per cent of the number of shares and votes in Company. The dilution is expected to have a marginal impact on the Company's key ratios.

The Company currently has four ongoing share-based incentive programs: Warrant Program 2019/2022, Warrant Program 2020/2023, Warrant Program 2021/2024:1 and Warrant Program 2021/2024:2.

The annual general meeting resolved on 9 April 2019 to issue a maximum of 600,000 warrants to the Subsidiary through Warrant Program 2019/2022. The incentive program includes the persons who are or will be employed by the Company (but not fixed-term employees) including the CEO of the Company. The warrant holders have the right to, during the period from and including 1 May 2022 to and including 30 June 2022, call for subscription of a new share in the Company at a subscription price corresponding to 140 per cent of the volume weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period from 26 March 2019 until 8 April 2019.

The annual general meeting resolved on 14 April 2020 to issue a maximum of 300,000 warrants to the Subsidiary through Warrants Program 2020/2023. The incentive program includes the persons who are or will be employed by the Company (but not fixed-term employees) including the CEO of the Company. The warrant holders have the right to, during the period from and including 1 May 2023 to and including 30 June 2023, call for subscription of a new share in the Company at a subscription price corresponding to 120 per cent of the volume weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period from 31 March 2020 until 13 April 2020.

The annual general meeting resolved on 27 April 2021 to issue a maximum of 300,000 warrants to the Subsidiary, which as of today holds 82 497 of these, through Warrant Program 2021/2024:1. The incentive program includes the persons who are or will be employed by the Company (but not fixed-term employees) including the CEO of the Company. The warrant holders have the right to, during the period from and including 15 May 2024 to and including 30 September 2024, call for subscription of a new share in the Company at a subscription price corresponding to 130 per cent of the volume weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period of ten (10) trading days ending on 23 April 2021.

The annual general meeting resolved on 27 April 2021 to issue a maximum of 300,000 warrants to the Subsidiary, which as of today holds 192 862 of these, through Warrant Program 2021/2024:2. The incentive program includes the persons who are or will be employed by the Company (but not fixed-term employees) including the CEO of the Company. The warrant holders have the right to, during the period from and including 15 November 2024 to and including 31 Mars 2025, call for subscription of a new share in the Company at a subscription price corresponding to 130 per cent of the volume weighted average price according to Nasdaq First North Growth Market's official curriculum list for shares in the Company during the period of ten (10) trading days beginning on 28 October 2021.

Besides Warrant Program 2023/2026, the board of directors proposes that the annual general meeting of 26 April 2022 resolves to implement Warrant Program 2022/2026 (see item 12).

If (i) all outstanding warrants issued in connection with the ongoing incentive programs, excluding the warrants held by the Subsidiary, are exercised in full for subscription of shares, (ii) the general meeting resolves on the implementation of Warrant Program 2022/2026 and Warrant Program 2023/2026 in accordance with the proposals, and (iii) all warrants that can be issued in or in connection with Warrant Program 2022/2026 and Warrant Program 2023/2026 are exercised for subscription of shares, the number of shares and votes in the Company will increase by 1,824,641, which corresponds to a total dilution of approximately 6.62 per cent of the number of shares and votes in the Company.

The above estimates are subject to revaluations of the warrants under the usual translation terms contained in the full terms. All dilution effects have been calculated as the number of additional shares in relation to the number of existing plus additional shares.

Preparation of the proposal
The proposal for resolution on the implementation of Warrant Program 2023/2026 and the proposals of resolutions according to item 13.A and 13.B above, have been prepared by the board of directors together with external advisors. Board members will not be allotted. The CEO, who may be granted warrants in Warrant Program 2023/2026, has not participated in the preparation of the proposal.

Majority requirements
The resolution of the annual general meeting in accordance with the board of directors' proposals under items 13.A-B above is proposed to be adopted as a joint decision. A valid resolution requires that the resolution is supported by shareholders with at least nine tenths (9/10) of both the votes cast and the shares represented at the annual general meeting.

Item 14 – Proposal for a decision regarding authorisation of the board of directors to issue new shares
The board of directors proposes that the meeting authorises the board of directors until the next annual general meeting to, on one or more occasions, resolve to increase the Company's share capital by issue of no more than shares corresponding to twenty-five (25) per cent of the total number of shares in the Company at the time of the meeting's decision of authorisation.

However, such issues may not cause the share capital in the Company to exceed the Company's highest allowed share capital according to the articles of association. The board of directors may deviate from the shareholders' preferential rights. The reason for the board of directors' authorisation to deviate from the shareholders' preferential rights is to enable the Company to raise new capital and to take advantage of future opportunities to attract new long-term owners, and to finance the Company's growth strategy. The authorisation also includes the right to decide on payment for the issued shares by set-off, in kind or with other conditions as referred in Chapter 13, section 5, item 6 of the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)). At a deviation from the shareholders' preferential rights, the issue rate shall be determined in accordance with market conditions, taking into account any discount on market terms.

For a valid resolution on the proposal in this item 14, the proposal has to be supported by shareholders representing at least two-thirds (2/3) of the votes cast as well as shares represented at the meeting.

Available documents
The complete proposals and other documents that shall be made available prior to the annual general meeting pursuant to the Swedish Companies Act will be made available at the Company and at the Company's website, www.acconeer.com, at least three weeks prior to the annual general meeting. The documents will also be sent free of charge to shareholders who so request and provide their address to the Company. In other respects, the board of directors' complete proposals for resolutions are stated in the notice.

Information at the annual general meeting
The board of directors and the CEO shall, if any shareholder so requests and the board of directors believes that it can be done without material harm to the Company, provide information regarding circumstances that may affect the assessment of an item on the agenda and circumstances that can affect the assessment of the Company's or its subsidiaries' financial situation and the Company's relation to other companies within the group.

Shareholders who wish to submit a question in advance can do so by mail to Jenny Olsson at the address Acconeer AB, Att: "AGM 2022" Västra Varvsgatan 19, 211 77 Malmö or by email to info@acconeer.com. Submissions should include the name of the shareholder including such shareholder's personal or organisation number. It is also recommended that the submission includes the shareholder's postal address, email address and telephone number.

Shares and votes in the Company
The total number of shares and votes in the Company amount to 27,720,750, as per the date of this notice. The Company does not hold any own shares.

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

____________
Malmö in March 2022
Acconeer AB
The Board of Directors

The English text is an unofficial translation. In case of any discrepancies between the Swedish text and
the English translation, the Swedish text shall prevail.

For further information, please contact:
Lars Lindell, CEO
Tel. +46 (0)10 218 92 00
ir@acconeer.com
www.acconeer.com

The following documents can be retrieved from beQuoted
Notice-of-Annual-General-Meeting-2022-in-Acconeer-AB.pdf

About Acconeer AB

With ground-breaking technology, Acconeer has developed a radar sensor that opens a new world of interaction. Acconeer Micro Radar Sensor, with low power consumption, high precision, small size and high robustness, is a 60GHz robust and cost-effective sensor for detection, distance measurement, motion detection and camera-supported applications with low power consumption. Acconeer combines the advantage of low power consumption with highly accurate pulsed radar systems of coherent radar, all integrated into a component with a surface area of only 28 mm2. The radar sensor can be included in a range of mobile consumer products, from smartphones to wearables, but also in areas such as robots, drones, the Internet of Things, healthcare, automotive, industrial robots and security and monitoring systems. Acconeer is a semiconductor company and, as a business model, sells hardware to manufacturers of consumer electronics products. Acconeer is listed on Nasdaq First North Growth Market with the ticker code ACCON, Redeye is the company's Certified Advisor (CA) and can be contacted via telephone +46(0)8 121 576 90 or via e-mail certifiedadviser@redeye.se. For more information: www.acconeer.com.

Acconeer publishes annual report 2021

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Acconeer AB's annual report for 2021 is from today available on the company's website, investor.acconeer.com.

In order to reduce environmental impact and cost, Acconeer AB will not print the annual report for general distribution. A printed version of the report can be distributed to shareholders upon request.

As previously communicated, the Annual General Meeting will be held on Tuesday, 26 April 2022. More information will be included in the notice convening the AGM.

For additional information, please contact:
Lars Lindell, Lars Lindell, CEO Acconeer, Phone: +46 10218 92 00, E-mail: ir@acconeer.com

The following documents can be retrieved from beQuoted
Acconeer-publishes-annual-report-2021 220324.pdf
Acconeer-Annual-Report-2021 20220324.pdf

About Acconeer AB

With ground-breaking technology, Acconeer has developed a radar sensor that opens a new world of interaction. Acconeer Micro Radar Sensor, with low power consumption, high precision, small size and high robustness, is a 60GHz robust and cost-effective sensor for detection, distance measurement, motion detection and camera-supported applications with low power consumption. Acconeer combines the advantage of low power consumption with highly accurate pulsed radar systems of coherent radar, all integrated into a component with a surface area of only 28 mm2. The radar sensor can be included in a range of mobile consumer products, from smartphones to wearables, but also in areas such as robots, drones, the Internet of Things, healthcare, automotive, industrial robots and security and monitoring systems. Acconeer is a semiconductor company and, as a business model, sells hardware to manufacturers of consumer electronics products. Acconeer is listed on Nasdaq First North Growth Market with the ticker code ACCON, Redeye is the company's Certified Advisor (CA) and can be contacted via telephone +46(0)8 121 576 90 or via e-mail certifiedadviser@redeye.se. For more information: www.acconeer.com.

Acconeer publishes supplementary prospectus

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Acconeer AB ("Acconeer" or the "Company") today publishes a supplementary prospectus (the "Supplementary Prospectus") to the prospectus that was approved by the Swedish Financial Supervisory Authority and published on 29 November 2021. The Supplementary Prospectus is part of and must be read together with the prospectus.

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, WITHIN OR TO THE UNITED STATES, AUSTRALIA, HONG KONG, CANADA, NEW ZEALAND, SOUTH AFRICA, SINGAPORE OR IN ANY OTHER JURISDICTION WHERE SUCH RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES IN ACCORDANCE WITH APPLICABLE LAW.

The Supplementary Prospectus has been prepared as Acconeer (i) on 6 December 2021 announced through a press release that the Company has received an order from Baumüller Nürnberg GMBH worth SEK 1,027,000 and (ii) on 7 December 2021 announced through a press release that the Company has received an order from EMSYS Design LCC worth SEK 797,000.

The Supplementary Prospectus has been prepared in accordance with Article 23 of Regulation (EU) 2017/1129 and was approved by the Swedish Financial Supervisory Authority on 9 December 2021.

The Supplementary Prospectus is available on the Company's website, www.acconeer.com, Aktieinvest FK AB's website, www.aktieinvest.se, and Pareto Securities AB's website, www.paretosec.se.

Right to withdraw completed subscriptions
Investors who, prior to the publication of the Supplementary Prospectus, have made a subscription or otherwise agreed to subscribe for shares in the rights issue are entitled under Article 23 (2) of Regulation (EU) 2017/1129 to withdraw their subscription or consent within three working days of the publication of the Supplementary Prospectus, i.e. until 14 December 2021. Withdrawal must be made in writing to Aktieinvest FK AB, Emittentservice, Box 7415, 103 91 Stockholm or via e-mail to emittentservice@aktieinvest.se. Investors who have subscribed for shares in the rights issue through a nominee must contact their nominee for withdrawal. Subscriptions that have not been withdrawn will remain binding and investors who wish to remain with their subscription for shares in the rights issue do not need to take any action. For complete terms and other information about the rights issue, please refer to the prospectus.

For further information, please contact:
Lars Lindell, CEO, Phone: +46 10 218 92 00, E-mail: ir@acconeer.com

The information was submitted for publication, through the agency of the contact persons set out above, at 12:00 CET on 9 December 2021.

The following documents can be retrieved from beQuoted
Acconeer-publishes-supplementary-prospectus-211209.pdf

About Acconeer AB

With ground-breaking technology, Acconeer has developed a radar sensor that opens a new world of interaction. Acconeer Micro Radar Sensor, with low power consumption, high precision, small size and high robustness, is a 60GHz robust and cost-effective sensor for detection, distance measurement, motion detection and camera-supported applications with low power consumption. Acconeer combines the advantage of low power consumption with highly accurate pulsed radar systems of coherent radar, all integrated into a component with a surface area of only 28 mm2. The radar sensor can be included in a range of mobile consumer products, from smartphones to wearables, but also in areas such as robots, drones, the Internet of Things, healthcare, automotive, industrial robots and security and monitoring systems. Acconeer is a semiconductor company and, as a business model, sells hardware to manufacturers of consumer electronics products. Acconeer is listed on Nasdaq First North Growth Market with the ticker code ACCON, Redeye is the company's Certified Advisor (CA) and can be contacted via telephone +46(0)8 121 576 90 or via e-mail certifiedadviser@redeye.se. For more information: www.acconeer.com.

IMPORTANT INFORMATION

This press release is not an offer to subscribe for shares in Acconeer and investors should not subscribe for or purchase any securities, except on the basis of information provided in the prospectus.

This press release may not be made public, released or distributed, directly or indirectly, in or into the United States, Australia, Hongkong, Canada, New Zealand, South Africa, Singapore or in any other jurisdiction in which the distribution of this press release would be unlawful. Further, this press release does not constitute an offer to sell new shares, paid subscribed for shares ("BTA") or subscription rights to any person in any jurisdiction in which it is unlawful to make such offer to such person or where such action would require additional prospectuses, registration or other measures other than those pursuant to Swedish law. The prospectus, application form and other documents associated with the rights issue may not be distributed in or to any country where such distribution or the rights issue would require such measures set forth in the preceding sentence or be in violation of the regulations of such country.

The new shares, BTAs and subscription rights have not been recommended or approved by any United States federal or state securities commission or regulatory authority. No new shares, BTAs, subscription rights or other securities issued by Acconeer have been or will be registered under the U.S. Securities Act of 1933, as amended, or under the securities legislation in any state of the United States, and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. There is no intention to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.

Any offering of the securities referred to in this press release will be made by means of a prospectus. This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC (together with any related implementing and delegated regulations, the "Prospectus Regulation"). Investors should not invest in any securities referred to in this announcement except on the basis of information contained in the aforementioned prospectus.

In any EEA Member State other than Sweden, this press release is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State.

In the United Kingdom, this document and any other materials in relation to the securities described herein is only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, "qualified investors" (within the meaning of the United Kingdom version of the EU Prospectus Regulation (2017/1129/ EU) which is part of United Kingdom law by virtue of the European Union (Withdrawal) Act 2018) who are (i) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). In the United Kingdom, any investment or investment activity to which this communication relates is available only to, and will be engaged in only with, relevant persons. Persons who are not relevant persons should not take any action on the basis of this press release and should not act or rely on it.

This press release may contain forward-looking statements which reflect Acconeer's current view on future events and financial and operational development. Words such as "intend", "will", "expect", "anticipate", "may", "plan", "estimate" and other expressions that imply indications or predictions of future development or trends, constitute forward-looking statements. Forward-looking statements inherently involve both known and unknown risks and uncertainties as they depend on future events and circumstances. Forward-looking statements do not guarantee future results or development and the actual outcome could differ materially from the forward-looking statements. The information, opinions and forward-looking statements included in this press release speak only as of its date and are subject to change without notice.

Acconeer publishes prospectus in connection with forthcoming rights issue

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The board of directors of Acconeer AB ("Acconeer" or the "Company") has prepared a prospectus (the "Prospectus") relating to the issue of shares of approximately SEK 140 million (the "Rights Issue"), which was resolved by the board of directors on 22 November 2021, based on the authorization from the annual general meeting on 27 April 2021. The Prospectus has today been approved and registered by the Swedish Financial Supervisory Authority.

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, WITHIN OR TO THE UNITED STATES, AUSTRALIA, HONG KONG, CANADA, NEW ZEALAND, SOUTH AFRICA, SINGAPORE OR IN ANY OTHER JURISDICTION WHERE SUCH RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES IN ACCORDANCE WITH APPLICABLE LAW.

Summary

  • One (1) existing share in the Company entitles to one (1) subscription right. Ten (10) subscription rights entitle to subscription of one (1) new share, i.e., a subscription ratio of 1:10.
  • The subscription price is SEK 60 per new share, which, provided that the Rights Issue is fully subscribed, results in the Company receiving issue proceeds of approximately SEK 140 million before deduction of transaction costs.
  • The subscription period runs from 1 December 2021 until 15 December 2021.
  • Major shareholders, board members and senior executives in the Company have expressed their support for the Rights Issue by entering into subscription commitments amounting to approximately SEK 29 million, corresponding to approximately 21 percent of the Rights Issue. Furthermore, the Company has entered into agreements on issue guarantees of approximately SEK 90 million, corresponding to approximately 64 percent of the Rights Issue, which means that the Rights Issue is secured to approximately 85 percent.

For complete information about the Rights Issue, please see the published Prospectus.

Prospectus

The Prospectus has been prepared in connection with the forthcoming Rights Issue and has today, on 29 November 2021, been approved and registered by the Swedish Financial Supervisory Authority. The Prospectus, containing complete terms and conditions, is available on the Company's, Aktieinvest FK AB's and Pareto Securities' respective websites (www.acconeer.com, www.aktieinvest.se and www.paretosec.se). The Prospectus will also be available on the Swedish Financial Supervisory Authority's website (www.fi.se). Subscription forms will be available on the Company's and Aktieinvest FK AB's respective websites.

Timetable for the Rights Issue

29 November 2021

Publication of prospectus

29 November 2021

Record date

1 December – 10 December 2021

Trading in subscription rights

1 December – 15 December 2021

Subscription period

1 December – until the Rights Issue is registered at the Swedish Companies Registration Office

Trading in paid subscription shares (Sw. "BTA")

20 December 2021

Estimated date for announcement of the outcome in the Rights Issue

Advisers

Pareto Securities is the Global Coordinator in connection with the Rights Issue. Advokatfirman Schjødt is legal advisor to Acconeer and Cirio Advokatbyrå AB is the legal advisor to Global Coordinator in connection with the Rights Issue. Aktieinvest FK AB acts as the issuing agent in the Rights Issue.

For further information, please contact:

Lars Lindell, CEO
Phone: +46 10 218 92 00
E-mail: ir@acconeer.com

The information was submitted for publication, through the agency of the contact persons set out above, at 12.00 CET on 29 November 2021.

The following documents can be retrieved from beQuoted
Acconeer-publishes-prospectus-in-connection-with-the-forthco.pdf

About Acconeer AB

With ground-breaking technology, Acconeer has developed a radar sensor that opens a new world of interaction. Acconeer Micro Radar Sensor, with low power consumption, high precision, small size and high robustness, is a 60GHz robust and cost-effective sensor for detection, distance measurement, motion detection and camera-supported applications with low power consumption. Acconeer combines the advantage of low power consumption with highly accurate pulsed radar systems of coherent radar, all integrated into a component with a surface area of only 28 mm2. The radar sensor can be included in a range of mobile consumer products, from smartphones to wearables, but also in areas such as robots, drones, the Internet of Things, healthcare, automotive, industrial robots and security and monitoring systems. Acconeer is a semiconductor company and, as a business model, sells hardware to manufacturers of consumer electronics products. Acconeer is listed on Nasdaq First North Growth Market with the ticker code ACCON, Redeye is the company's Certified Advisor (CA) and can be contacted via telephone +46(0)8 121 576 90 or via e-mail certifiedadviser@redeye.se. For more information: www.acconeer.com.

IMPORTANT INFORMATION

This press release is not an offer to subscribe for shares in Acconeer and investors should not subscribe for or purchase any securities, except on the basis of information provided in the prospectus.

This press release may not be made public, released or distributed, directly or indirectly, in or into the United States, Australia, Hongkong, Canada, New Zealand, South Africa, Singapore or in any other jurisdiction in which the distribution of this press release would be unlawful. Further, this press release does not constitute an offer to sell new shares, paid subscribed for shares ("BTA") or subscription rights to any person in any jurisdiction in which it is unlawful to make such offer to such person or where such action would require additional prospectuses, registration or other measures other than those pursuant to Swedish law. The prospectus, application form and other documents associated with the Rights Issue may not be distributed in or to any country where such distribution or the Rights Issue would require such measures set forth in the preceding sentence or be in violation of the regulations of such country.

The new shares, BTAs and subscription rights have not been recommended or approved by any United States federal or state securities commission or regulatory authority. No new shares, BTAs, subscription rights or other securities issued by Acconeer have been or will be registered under the U.S. Securities Act of 1933, as amended, or under the securities legislation in any state of the United States, and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration requirements. There is no intention to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.

Any offering of the securities referred to in this press release will be made by means of a prospectus. This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC (together with any related implementing and delegated regulations, the "Prospectus Regulation"). Investors should not invest in any securities referred to in this announcement except on the basis of information contained in the aforementioned prospectus.

In any EEA Member State other than Sweden, this press release is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State.

In the United Kingdom, this document and any other materials in relation to the securities described herein is only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, "qualified investors" (within the meaning of the United Kingdom version of the EU Prospectus Regulation (2017/1129/ EU) which is part of United Kingdom law by virtue of the European Union (Withdrawal) Act 2018) who are (i) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). In the United Kingdom, any investment or investment activity to which this communication relates is available only to, and will be engaged in only with, relevant persons. Persons who are not relevant persons should not take any action on the basis of this press release and should not act or rely on it.

This press release may contain forward-looking statements which reflect Acconeer's current view on future events and financial and operational development. Words such as "intend", "will", "expect", "anticipate", "may", "plan", "estimate" and other expressions that imply indications or predictions of future development or trends, constitute forward-looking statements. Forward-looking statements inherently involve both known and unknown risks and uncertainties as they depend on future events and circumstances. Forward-looking statements do not guarantee future results or development and the actual outcome could differ materially from the forward-looking statements. The information, opinions and forward-looking statements included in this press release speak only as of its date and are subject to change without notice.