Magle Chemoswed Holding AB (publ) (OM:MAGLE) made a tender to acquire 99.96% stake in Amniotics AB (publ) (OM:AMNI) from LSCS Invest AB, Deflexum AB, Marcus Larsson and other for SEK 10.9 million on March 22, 2024. The shareholders of Amniotics are offered SEK 0.004 in cash per share in Amniotics. The total value of the Offer, based on all outstanding 2,733,052,159. LSCS Invest AB has undertaken to accept the Offer regarding their 287,888,101 shares in Amniotics, corresponding to approximately 10.5 per cent of the shares and votes in Amniotics, Marcus Larsson, directly and through Deflexum AB, has undertaken to accept the Offer regarding his 278,903,077 shares in Amniotics, corresponding to approximately 10.2 per cent of the shares and votes in Amniotics and Accordingly, irrevocable undertakings to accept the Offer from shareholders representing in total 566,791,178 shares have been obtained, which corresponds to approximately 20.7 per cent of the shares and votes in Amniotics. The consideration paid under the Offer will be financed through a combination of cash reserves in Magle Group and available credit facilities according to customary terms for financing of public offers on the Swedish market. Magle Group may acquire, or enter into agreements to acquire, shares in Amniotics outside the Offer and any purchases made or arranged will be disclosed in accordance with applicable rules. If Magle Group, whether in connection with the Offer or otherwise, acquires shares representing more than 90 per cent of the total number of shares in Amniotics, Magle Group intends to commence compulsory redemption proceedings under the Swedish Companies Act to acquire all remaining shares in Amniotics and to promote delisting of Amniotics' shares from Nasdaq First North Growth Market. The Board of Directors in Amniotics has recommended Amniotics' shareholders to accept the Offer.

The completion of the Offer is conditional upon, the Offer being accepted to such extent that Magle Group becomes the owner of shares representing more than 90 per cent of the total number of outstanding shares in Amniotics, with respect to the Offer and completion of the acquisition of Amniotics, Magle Group has, in connection with the preparation of the Offer, conducted a confirmatory due diligence review of Amniotics including a documentary review and meetings with the management of Amniotics, all necessary clearances, approvals, decisions and other actions from authorities or similar, including approvals and clearances from competition authorities and the National Inspectorate of Strategic Products being obtained, in each case on terms which, in Magle Group's opinion, are acceptable and Magle Group reserves the right to withdraw the Offer in the event that it is clear that any of the above conditions is not satisfied or cannot be satisfied. An offer document regarding the Offer is expected to be made public on or about April 5, 2024. The Offer is not subject to any financing condition. As of May 7, 2024, the offer has been approved by Approval from the National Inspectorate of Strategic Products. The acceptance period for the Offer is expected to commence on or about April 8, 2024 and expire on or about April 29, 2024. The acceptance period for the Offer begins on April 8, 2024 and ends on May 3, 2024 and Settlement is expected to commence on or around May 13, 2024. As of May 7, 2024, the Offer had been accepted by shareholders of Amniotics representing a total of approximately 59% of all outstanding shares and votes in Amniotics. Accordingly, the conditions for completion of the Offer have not been fulfilled. Magle Group has decided to extend the acceptance period for the Offer up to and including May 17, 2024.

Vator Securities AB is the financial advisor and Advokatfirman Schjødt is the legal advisor to Magle Group in connection with the Offer.

Magle Chemoswed Holding AB (publ) (OM:MAGLE) cancelled the acquisition of 99.96% stake in Amniotics AB (publ) (OM:AMNI) from LSCS Invest AB, Deflexum AB, Marcus Larsson and other on May 20, 2024. Magle Group announced that it would not waive the minimum acceptance condition of 90 per cent of the total number of outstanding shares and accordingly the Public Offer was not completed.