Notice of Extraordinary General Meeting

Curasight has convened an Extraordinary General Meeting for 29 December 2025 to seek shareholder authorization for the board to issue one or more convertible loan notes to raise financing — including a planned convertible to a third‑party lender backing a Directed Issue referenced in the 12 December 2025 press release. The proposed authorization would allow conversion into shares without pre‑emption rights for existing shareholders, for up to nominal DKK 125,313.30 (equivalent to about 2.506m shares, or roughly 5.5% of current voting stock), permit issuance at a subscription price that may be below market, enable related share capital increases and reissuance of lapsed notes, and would run until 29 December 2030. The notice also seeks authorization for the meeting chairman to register resolutions and make non‑substantive amendments; certain approvals require a nine‑tenths majority.

Analysis

Curasight has convened an Extraordinary General Meeting for 29 December 2025 to seek shareholder authorization for the Board to issue one or more convertible loan notes to raise financing, referencing a planned Directed Issue and a press release dated 12 December 2025. The notice explicitly contemplates issuance to a third‑party lender and conversion rights into shares without pre‑emption for existing shareholders.

The Board requests authority to issue convertible notes enabling conversion into up to nominal DKK 125,313.30 of share capital; at a nominal value of DKK 0.05 per share this equates to 2,506,266 shares, or roughly 5.5% of the company’s current 45,867,511‑share capital (total share capital DKK 2,293,375.55). The authorization permits issuance at a subscription price that may be below market, related share capital increases, reuse of lapsed notes and runs until 29 December 2030.

Key implications are straightforward: the financing can materially extend runway but creates explicit dilution risk and potential downward pressure if conversion occurs at a discount; the proposed size is modest relative to the float so market impact should be limited but not negligible. Execution depends on shareholder approval (the chairman authorization requires a nine‑tenths majority) and on the ultimate commercial terms and identity of the third‑party lender and Directed Issue documents, which investors should monitor closely.

Key Decisions for Investors

• Monitor the EGM vote outcome on 29 December 2025 and registration data (registration date 22 December 2025), because shareholder approval—notably the nine‑tenths threshold for the chairman authorization—determines whether the board can implement the Directed Issue
• Model dilution scenarios assuming full conversion of 2,506,266 shares (~5.5% of share capital) and stress‑test outcomes with conversion prices below current market levels to quantify NAV and EPS impacts
• Await full terms of the Directed Issue and the convertible notes (conversion price, interest, covenants, and identity of the third‑party lender) before increasing exposure, as those terms will be decisive for valuation and governance implications
• Consider short‑term protective measures (position sizing reduction or hedges) until definitive documentation is published and registration of any new shares is completed, given the dilution and potential near‑term price pressure