Procedures Launched to Enable Shareholder Dividends

Fable Media Group AB has initiated procedures to enable the distribution of dividends to its shareholders. These steps include entering into an agreement with the company’s majority shareholder to guarantee in full the company’s bonds against a guarantee fee, convening an Extraordinary General Meeting to resolve to approve the guarantee fee, and initiating a written procedure under the bonds to accommodate for the contemplated dividends. The board of directors intends to propose quarterly dividend payments of up to 50% of net profit, capped at SEK 3.5 million per quarter.

Following negotiations between Fable Media Group AB (the “Company”), the Company’s largest external bondholder, Scandinavian Credit Fund I AB, and the Company’s majority shareholder, Frederik Falbe-Hansen Holding ApS (“FFH Holding”), the parties have reached an agreement to instigate a written procedure in relation to the Company’s outstanding senior secured bonds with ISIN SE0010547422 (the “Bonds”) to request the bondholders’ consent to certain amendments to the terms and conditions of the Bonds in order to facilitate the commencement of dividend payments this year (the “Written Procedure”). The Written Procedure will also contain provisions where the Company commits to make repayments on the Bonds, amounting to SEK 4 million by the end of July 2025, and SEK 4 million by the end of October 2025. The Company’s largest external bondholder, Scandinavian Credit Fund I AB, has expressed its support for the proposed changes.

Subject to the entry into force of the amendments under the Written Procedure, the Board of Directors (the “Board”) intends to propose quarterly dividend payments of up to 50% of net profit, subject to cash availability and a maximum of SEK 3.5 million per quarter. The Board intends to convene an extraordinary general meeting during the third or fourth quarter 2025 to resolve on a dividend payment for the 2024 financial year. Upon execution of this new dividend policy, the Company will be among the first listed lead-generation companies to initiate regular profit distributions to its shareholders.

As part of the agreement, FFH Holding has agreed to guarantee to the bondholders the full and punctual repayment of all obligations under the Bonds in exchange for a one-off payment in an amount corresponding to 4% of the adjusted nominal amount of the Bonds (i.e. excluding Bonds repurchased by the Company), including capitalized as well as accrued but unpaid interest (the “Guarantee Fee”). The Company has today entered into an agreement with FFH Holding in relation to the payment of the Guarantee Fee. The Guarantee Fee amounts to approximately SEK 2.5 million and will be paid subject to the proposed amendments in the Written Procedure having entered into force, and the resolutions of the EGM having been passed.

As FFH Holding is owned by Board member Frederik Cardel Falbe-Hansen, and the Guarantee Fee exceeds relevant thresholds, the agreement qualifies as a related party transaction and is therefore subject to approval at an Extraordinary General Meeting (the “EGM”). The EGM will be convened shortly. In accordance with applicable regulations, votes from FFH Holding, Frederik Cardel Falbe-Hansen, and any closely associated parties will not be taken into account in the EGM’s decision regarding the Guarantee Fee. The payment of the Guarantee Fee is conditional upon the approval of the proposed amendments under the Written Procedure.

In light of the refinancing risk associated with the Bonds, and to enable dividend payments, the Board believes that amending the Bond terms is in the best interest of the Company and its shareholders. While other refinancing alternatives have been evaluated, the Board considers this solution to be the most cost-efficient and expedient. Accordingly, the Board deems the Guarantee Fee to be reasonable and in line with market terms.

June 11, 2025
Fable Media Group AB

This disclosure contains information that Fable Media Group is obliged to make public pursuant to the EU Market Abuse Regulation (EU nr 596/2014). The information was submitted for publication, through the agency of the contact person, on 11-06-2025 16:38 CET.