**Motives for the Rights Issue**

In connection with the acquisition of Bezzt AB in December 2020, Fuud initiated a new active acquisition strategy to broaden the Company's product portfolio and scale up new and existing sales channels. The Company has since taken an active role in driving a consolidation of the fragmented FMCG market and made five further acquisitions during 2021. The Company's vision is to become a leading Nordic company on the FMCG market with a strategy to continue to acquire and develop new brands with solid earnings potential.

As a next step in the Company's strategy, Fuud announced on 28 March 2022 that the Company has entered into conditional agreements for the acquisition of GI-Boxen Sweden AB and Foodbox Scandinavia AB (the "Acquisitions"). The acquisitions are based on strong commercial foundations and constitute important additions to the Company's strategy and vision. The Company believes that the Acquisitions add strong, fast-growing brands and a competitive team with high competence in e-commerce and sales aimed at sports and training. In addition, the acquisition of Foodbox opens for new distribution for Fuud in gyms, sports facilities, and padel halls, which are expected to provide great synergies for Fuud's other brands.

Provided that the Rights Issue is fully subscribed, the Company will receive approximately SEK 78.1 million before deduction of issue costs. Upon full subscription of the Rights Issue, 42,431,117 warrants are issued, and if these are fully exercised, the Company will receive additionally approximately SEK 16.1 million before deduction of issue costs. The expected net proceeds from the Rights Issue, and any proceeds raised from the exercise of warrants will, in the following order of priority and with an approximate proportion indicated in percentages, be used for:

• 26 per cent will be used to finance the Acquisitions.
• 38 per cent will be used to strengthen the Company's balance sheet by repayment of bridge loan taken out in February 2022.
• 16 per cent will be used to finance a Nordic expansion of existing brands.
• 11 per cent will be used for investments in the Company's production facilities.
• 9 per cent will be used to finance other working capital needs.

**Summary of the Rights Issue**

• Shareholders in Fuud have the preferential right to subscribe for four (4) new shares per every five (5) existing shares, i.e., a subscription ratio of 4:5.
• Provided that the Rights Issue is fully subscribed, the Company will receive proceeds of initially approximately SEK 78.1 million before issue costs.
• The subscription price in the Rights Issue is SEK 1.84 per unit, corresponding to SEK 0.23 per new share. The warrants are issued free of charge. Each unit consists of eight (8) shares and one (1) warrant of series TO 2.
• Each warrant entitles the holder to subscribe for one (1) new share in the Company at an exercise price of SEK 0.38. Upon full exercise of all warrants, Fuud is thus estimated to receive an additional capital contribution of approximately SEK 16.1 million before issue costs.
• The subscription period in the Rights Issue will run from and including 9 June until and including 23 June 2022.
• The warrants will be exercisable for subscription of new shares during the period from and including 11 November until and including 25 November 2022.
• The record date for right to participate in the Rights Issue is 3 June 2022 and the last day of trading in Fuud's share with the right to participate in the Rights Issue is 1 June 2022.
• Prior to the Rights Issue, the Company has received subscription commitments and has entered into agreements on guarantee commitments in the form of so-called bottom and top guarantees. The bottom guarantee ensures, provided that subscription takes place at least corresponding to the subscription commitments, that the Rights Issue is subscribed and paid for up to approximately 80.2 per cent of the Rights Issue. The top guarantee ensures that the Company receives issue proceeds of SEK 1.0 million, corresponding to 1.3 per cent of the Rights Issue.