Martela Corporation

Martela Corporation publishes an exemption document regarding the share issue, the combination of share series and the application for admission of new shares to trading on a regulated market

Martela Corporation, stock exchange release, 30 September 2026 at 10:00 a.m. (EEST)

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO, OR TO ANY PERSON LOCATED OR RESIDENT IN, THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, NEW ZEALAND, JAPAN, SINGAPORE, SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

Martela Corporation (hereinafter “Martela” or the “Company”) announced on 29 September 2026 that the Company’s Extraordinary General Meeting has approved the Board of Directors’ proposals to combine the share series and to authorise the Board of Directors to decide on a directed share issue against consideration. Martela announced earlier today that, based on the authorisation, it is commencing a directed share issue against consideration of approximately EUR 6-8 million in which it will initially offer for subscription a maximum of 17,777,777 new shares of the Company corresponding to the existing series A shares, representing the Company’s sole series of shares following the combination of share series (the “Offer Shares”) in deviation from the shareholders’ pre-emptive subscription right (the “Share Issue”). The subscription price is EUR 0.45 per Offer Share.

In connection with the Share Issue, the combination of share series and the related directed share issue without consideration, and for the purpose of applying for the new shares issued herein to be admitted to trading on a regulated market, the Company has prepared a Finnish-language exemption document pursuant to Article 1(4)(db) and Article 1(5)(ba) of Regulation (EU) 2017/1129 of the European Parliament and of the Council (the “Prospectus Regulation”) (the “Exemption Document”). The Exemption Document has been prepared in accordance with the requirements of Annex IX to the Prospectus Regulation.

The Exemption Document is available on the Company’s website at https://www.martela.com/fi/tietoa-meista/martela-yrityksena/sijoittajille/suunnattu-osakeanti as of approximately 30 September 2026 and before the commencement of the subscription period. In addition, the Exemption Document is available on the Lead Manager’s website at https://www.alexander.fi/osakeannit/martela/ as of approximately 30 September 2026 and before the commencement of the subscription period.

The subscription period of the Share Issue commences on 30 September 2026 at 12:00 p.m. (EEST) and expires on 5 October 2026 at 10:00 a.m. (EEST).

Advisors

Aktia Alexander Corporate Finance Oy is acting as Martela’s financial advisor and Lead Manager of the Share Issue. Castrén & Snellman Attorneys Ltd is acting as Martela’s legal advisor.

MARTELA CORPORATION
BOARD OF DIRECTORS

For further information, please contact:

CEO, Panu Ala-Nikkola
tel +358 50 502 4728

CFO, Henri Berg
tel +358 40 836 5464

Chairman of the Board, Tapio Pajuharju
tel +358 50 5774 200

DISTRIBUTION:

NASDAQ Helsinki, key news media, www.martela.com

MARTELA CORPORATION:

Martela is a Nordic leader specialising in user-centric working and learning environments. With over 80 years of experience, we create the best places to work and offer our customers the Martela Lifecycle solutions which combine furniture and related services into a seamless whole.

IMPORTANT NOTICE

The distribution of this release may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such relevant legal restrictions. The information contained herein is not for release, publication or distribution, directly or indirectly, in or into the United States, Australia, Canada, Hong Kong, New Zealand, Japan, Singapore, South Africa or any other jurisdiction in which the release, publication or distribution would be unlawful. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. This release is not directed to, and is not intended for release, publication or distribution to or use by, any person or entity that is a citizen or resident of, or is located in, any locality, state, country or other jurisdiction where such release, distribution, publication, availability or use would violate law or regulation or which would require any registration or licensing within such jurisdiction.

This release does neither constitute a prospectus as defined in the Prospectus Regulation nor a document containing the information set out in Annex IX of the Prospectus Regulation and, as such, it does not constitute or form part of, and should not be construed as, an offer to sell, or a solicitation or invitation of any offer to buy, acquire or subscribe for, any securities or an inducement to enter into investment activity in relation to any securities.

No part of this release, nor the fact of its release, publication or distribution, should form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. No representation, warranty or undertaking, expressed or implied, is made as to, and no reliance should be placed on, the pertinence, accuracy, completeness or correctness of the information or the opinions contained herein. Neither the Company nor any of its respective affiliates, advisors or representatives or any other person, shall have any liability whatsoever (in negligence or otherwise) for any loss, however arising from any use of this release or its contents or otherwise arising in connection with this release. Each person must rely on their own examination and analysis of the Company, its subsidiaries, its securities and the transactions, including the merits and risks involved.

Aktia Alexander Corporate Finance Oy acts exclusively for the Company and no one else in connection with the arrangement. Aktia Alexander Corporate Finance Oy does not regard any other person as its respective client in relation to the arrangement. Aktia Alexander Corporate Finance Oy is not responsible to anyone other than the Company for providing the protections afforded to their respective clients, nor for giving advice in relation to the arrangement or any transaction or arrangement referred to herein.

This release includes forward-looking statements. These statements may not be based on historical facts, but are statements about future expectations. When used in this release, the words “aims,” “anticipates,” “assumes,” “believes,” “could,” “estimates,” “expects,” “intends,” “may,” “plans,” “should,” “will,” “would” and similar expressions as they relate to the Company and the transactions identify certain of these forward-looking statements. Other forward-looking statements can be identified in the context in which the statements are made. These forward-looking statements are based on present plans, estimates, projections and expectations and are not guarantees of future performance. They are based on certain expectations, which, even though they seem to be reasonable at present, may turn out to be incorrect. Such forward-looking statements are based on assumptions and are subject to various risks and uncertainties. Readers should not rely on these forward-looking statements. Numerous factors may cause the actual results of operations or financial condition of the Company to differ materially from those expressed or implied in the forward-looking statements. Neither the Company nor any of its affiliates, advisors, representatives or any other person undertakes any obligation to review, confirm or to publicly release any revisions to any forward-looking statements to reflect events that occur or circumstances that arise following the date of this release.