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Notice of Annual General Meeting of Frill Holding AB (publ)

STOCKHOLM, May 21, 2021 13:00 CET

N.B The English text in an in-house translation of the original Swedish text. Should there be any disparities between the Swedish and the English text, the Swedish text shall prevail.

The shareholders in Frill Holding AB (publ), corporate identity number 559026-8016 ("Frill") or "the company"), are hereby summoned to the Annual General Meeting to be held on Tuesday, June 22, 2021.

Due to the coronavirus and in order to reduce the risk of infection, the board of the company, in accordance with the law (2020: 198) on temporary exemptions to facilitate the implementation of general and association meetings, decided that the annual general meeting shall be conducted according to a so-called postal voting procedure. The Annual General Meeting is thus held without the possibility for shareholders to attend in person or through a representative. Instead, shareholders can participate in the Annual General Meeting by voting and submitting questions in advance according to the instructions below.

Information on the resolutions passed by the Annual General Meeting will be published on Tuesday, June 22, 2021, as soon as the outcome of the postal vote is finally compiled.

Right to participate

Shareholders who wish to participate in the Annual General Meeting must

1. be entered in the share register kept by Euroclear Sweden AB on 14 June 2021, and

2. and no later than 21 June 2021 registered their participation by casting their postal vote in accordance with the instructions under the heading "Postal voting" below so that the postal vote is received by the company no later than that day.

Nominee-registered shares

In order to be entitled to participate in the Annual General Meeting, a shareholder who has had his shares registered with a nominee must, in addition to registering at the Annual General Meeting by casting his postal vote, have the shares registered in his own name so that the shareholder is entered in the share register on 14 June 2021. registration may be temporary (so-called voting rights registration) and is requested from the nominee according to the nominee's routines at such time in advance as the nominee decides. Voting rights registrations made no later than the second banking day after 14 June 2021 are taken into account in the presentation of the share register.

Mail voting

Shareholders may exercise their voting rights at the Annual General Meeting only by voting in advance through so-called postal voting in accordance with section 22 of the Act (2020: 198) on temporary exemptions to facilitate the conduct of general and association meetings.

Shareholders who wish to vote by post must use the postal voting form available on the company's website, www.frillholding.com, and at the company at Brantvägen 3, 133 42 Saltsjöbaden. The postal voting form is valid as a notification to the Annual General Meeting.

The completed and signed form must be received by the company no later than Monday 21 June 2021. The completed and signed form must be sent by post to Frill Holding AB (publ), Brantvägen 3, 133 42 Saltsjöbaden, marked "Annual General Meeting", or by e-mail to simon.adolphson@frill.se.If the shareholder is a legal entity, a registration certificate or other authorization document must be attached to the form.

The shareholder may not provide the postal vote with special instructions or conditions. If this happens, the vote (ie the postal vote in its entirety) is invalid. Further instructions and conditions can be found in the postal voting form.

Shareholders who wish to vote by mail through a proxy must issue a written and dated power of attorney to the proxy. If the power of attorney is issued by a legal entity, a copy of the registration certificate or equivalent for the legal entity must be attached. Proxy forms are available on the company's website, www.frillholding.com, and must be attached to the postal voting form.

Proposed agenda

1. Election of chairman of the Annual General Meeting.
2. Establishment and approval of the ballot paper.
3. Approval of the agenda.
4. Selection of one or two adjusters.
5. Examination of whether the Annual General Meeting has been duly convened
6. Presentation of the annual report and the auditor's report as well as the consolidated accounts and the consolidated auditor's report.
7. Decisions on:

a. approval of the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet,
b. dispositions regarding the company's profit or loss according to the approved balance sheet, and
c. discharge of liability for the members of the Board of Directors and the President.

8. Determination of the number of board members.
9. Determination of the number of auditors and deputy auditors.
10. Determination of fees to the Board.
11. Determination of fees to the auditor.
12. Election of board.
13. Election of auditor and any deputy auditors.
14. Resolution on amendment of the Articles of Association.
15. Decision on the establishment of a warrant-based incentive program for key personnel.
16. Resolution on a private placement to Board member and CEO Peter Blom.
17. Resolution authorizing the Board of Directors to make decisions on the issue of shares, warrants and / or convertibles.
18. Decision on principles for the appointment of the Nomination Committee and instructions for the Nomination Committee.

Proposed decision

Item 1 - Election of chairman at the Annual General Meeting

It is proposed that Erik Nerpin, or the person appointed by the Board in his absence, be appointed Chairman of the Annual General Meeting.

Item 2 - Establishment and approval of the ballot paper

The ballot paper proposed to be approved under item 2 on the agenda is the ballot paper drawn up by the chairman, based on the general meeting share register and received postal votes, and controlled by the adjusters.

Item 4 - Election of one or two adjusters

The Board proposes that Peter Alarik and Jonas Hall or, in the event of impediment to one or both of them, the person or persons designated by the Board instead, be elected as adjusters. The adjusters' tasks also include checking the voting list and that incoming mail votes are correctly reproduced in the minutes of the meeting.

Item 7 b - Resolution on dispositions regarding the company's profit according to the approved balance sheet

The Board of Directors proposes that no profit dividend be paid and that disposable profits be capitalized in a new account.

Item 8 - Determination of the number of board members

It is proposed that the board shall consist of six members.

Item 9 - Determination of the number of auditors and deputy auditors

It is proposed that a registered auditing company without deputy auditors be appointed as auditor.

Item 10 - Determination of fees to the Board

It is proposed that fees to the Board members be paid in the following amounts:

- SEK 150,000 annually to the Chairman of the Board.

- SEK 75,000 annually to each of the other non-employed board members.

Item 11 - Determination of fees to the auditor

It is proposed that fees to the auditor be paid according to an approved invoice.

Item 12 - Election of board

With regards to Frill Holding AB's new and Nordic based acceleration strategy, which includes exiting the UK market, it is proposed that the constellation of the current board will be changed.

It is proposed that Henrik Hedelius, Henrik Palm and Fredrik Kling are to be elected and that Anna Hällöv, Peter Blom and Nici Ferber are to be re-elected as board members for the period until the end of the next Annual General Meeting. It is proposed that Henrik Hedelius is to be elected Chairman of the Board.

Presentation of members proposed for new elections:

Henrik Hedelius - Worked for over thirty years in the financial industry. Current assignments are board member Addtech, Bergman & Beving, Service and Care and others. Previous assignments include e.g. ABN Amro, Swedbank, Erik Penser Bank, JP Morgan Chase and others.

Henrik Palm - Current assignment: CFO at Annexin Pharmaceuticals AB. Previous assignments include e.g., CFO and Vice President of Karo Pharma AB, CFO of ElektronikGruppen BK AB and Feelgood Svenska AB. Business controller within the Ericsson Group.

Fredrik Kling - Current assignments: Deputy CEO Frill Holding AB and CEO Klinggruppen AB. Worked with organizational development, sales and leadership for over 25 years. Former sales director in Sweden, Finland and Denmark at Eric Rahmqvist AB, founder and owner of Klinggruppen AB. Co-founder of Kling Homie AB.

Item 13 - Election of auditor and any deputy auditors

It is proposed that the registered auditing company Öhrlings PricewaterhouseCoopers AB be re-elected as the company's auditor for the period until the end of the next Annual General Meeting. Öhrlings PricewaterhouseCoopers AB has informed that the authorized public accountant Claes Sjödin will be the principal auditor if Öhrlings PricewaterhouseCoopers AB is elected as auditor.

Item 14 - Resolution on amendment of the Articles of Association

The Board of Directors proposes that the Annual General Meeting resolves to change (i) the company's company name to FUUD AB or, in the event that FUUD AB cannot be registered with the Swedish Companies Registration Office, FUUD United AB or, in the event that FUUD United AB cannot be registered with the Swedish Companies Registration Office, FUUD Holding AB and (ii) the Articles of Association's limits for share capital and number of shares. The primarily proposed amendments to the Articles of Association are set out below:

Current Proposed wording
wording
§ 1The § 1The company's company name is FUUD AB (publ).
company's
company name
is Frill
Holding AB
(publ).
§ 4 The § 4The share capital must be a minimum of SEK 10,150,000 and a
share maximum of SEK 40,600,000.The number of shares shall be a
capital must minimum of 203,000,000 and a maximum of 812,000,000.
be a minimum
of SEK
7,000,000
and a
maximum of
SEK
28,000,000.
The number
of shares
shall be a
minimum of
140,000,000
and a
maximum of
560,000,000.
§

The Board, or the person appointed by the Board, shall have the right to make the minor adjustments to the above decisions that may prove necessary in connection with registration with the Swedish Companies Registration Office.

Item 15 - Decision on the establishment of a warrant-based incentive program for key personnel

The Board of Directors proposes that the Annual General Meeting resolves to establish a warrant-based incentive program for key personnel in the group in which the company constitutes the parent company (the "Group") through (A) resolution on the issue of 2021/2024 series warrants to the company, and (B) resolution approving transfer of warrants of series 2021/2024 from the company to key persons in the group, as described below.

Background and motive

The Board considers it important that key individuals within the Group are given the opportunity to receive remuneration that is related to and dependent on the value growth they contribute to creating. The Board considers that it is to the advantage of the company and the shareholders that the key persons are in this way given a personal ownership commitment.

In light of the terms, the size of the allotment and other circumstances, the Board of Directors considers that the proposed warrant program is reasonable and advantageous for the company and its shareholders as follows.

A. Issue of warrants

The Board of Directors proposes that the Annual General Meeting resolves on a directed issue of a maximum of 18,507,717 warrants of series 2021/2024, entailing an increase in the share capital upon full exercise by a maximum of SEK 925,385.85. For the decision, the following conditions shall otherwise apply.

i. The right to subscribe for the warrants is added, deviating from the shareholders' preferential rights, Frill Holding AB (publ) with the right and obligation to transfer the warrants to key persons in the Group in accordance with the proposal under point B below. The company shall not have the right to dispose of the warrants in any other way than what appears from the proposal in accordance with point B below. Oversubscription cannot take place.

ii. The reason for the deviation from the shareholders' preferential rights is that the warrants shall be used within the framework of the warrant program.

iii. The warrants shall be issued free of charge to the company.

iv. Subscription of the warrants shall take place no later than 31 July 2021. The Board has the right to extend the subscription period.

v. Each (1) warrant entitles the holder to subscribe for one (1) share in the company. New subscription of shares with the support of the warrants can take place during the period from 1 July 2024 to 31 July 2024. According to the terms of the warrants, the period during which the warrants may be exercised may be extended if participants are prevented from exercising their warrants due to applicable insider trading laws or equivalent.

vi. The subscription price for subscribing for a new share with the support of a warrant shall be set at an amount corresponding to 150 percent of the average volume-weighted payment price for the company's shares on the Nasdaq First North Growth Market during the period 21 May-22 June. The part of the subscription price that when subscribing for shares with the support of the warrants exceeds the quota value shall be added to the free share premium fund.

vii. The new shares issued after subscription on the basis of the warrants shall carry the right to dividend for the first time on the record date for dividends that occurs immediately after the new shares have been registered and entered in the share register kept by Euroclear Sweden AB.

viii. Warrants held by the company and which have not been transferred in accordance with point B below or which have been repurchased from the participants, may be canceled by the company following a decision by the board. Cancellation must be reported to the Swedish Companies Registration Office for registration.

ix. The full terms and conditions of the warrants are available on the Company's website, www.frillholding.com. According to the terms of the warrants, the subscription price and the number of shares that each warrant entitles to subscribe for may be subject to recalculation in certain cases.

B. Approval of transfer of warrants

The Board of Directors proposes that the Annual General Meeting resolves to approve that the company, within the framework of the warrant program, transfers a maximum of 18,507,717 warrants of series 2021/2024 to key persons in the Group on the following terms:

i. The right to acquire warrants shall accrue to key persons in the Group who have entered into a home delivery agreement with the company. Allocation of warrants is made by the Board in accordance with the principles established by the Annual General Meeting. The warrant program will include a maximum of the following number of warrants for the various categories of participants (the "Participants"):

Category Maximum number of warrants
CEO & Management 15 845 000 warrants
Other employees 2 662 717

Over-allocation cannot take place. The right to acquire warrants from the company shall only accrue to those persons who at the end of the application period have not resigned or been terminated.

It must also be possible to offer warrants to future new employees. For such acquisitions, the conditions shall be the same or equivalent to what is stated in this decision. This means i.a. that acquisitions should take place at the then current market value.

Transfer to the participants presupposes that the warrants can be acquired legally and that, in the opinion of the Board, reasonable administrative and financial efforts can be made. Transfer of warrants may not take place after the 2022 Annual General Meeting.

ii. Notification of acquisition of warrants shall take place during the period from 23 June 2021 to 31 July 2021. However, the Board of Directors shall have the right to extend the time for notification of acquisition and to specify a corresponding notification period for new employees whose acquisition takes place after the end of the initial registration period. The company's board decides on the final allotment.

iii. The warrants shall be transferred on market terms at a price determined on the basis of an estimated market value of the warrants using the Black & Scholes valuation model. Transfer to new employees after the end of the initial application period must also take place on market terms.

Payment for allotted warrants must be made in cash no later than five days after notification of acquisition. In the event of a transfer to new employees, the Board shall determine a corresponding payment date.

The options shall otherwise be covered by market conditions.

iv. A condition for being granted warrants is that the participant has signed a special home delivery agreement with the company. The home delivery agreement means that the company, or the company designates, under certain conditions has the right to repurchase a warrant from participants. Such right of repurchase shall exist if the participant's employment, contractual relationship or assignment ends, if the participant is declared bankrupt or if the participant intends to transfer the warrant to another. In the event that the participant dies, the home delivery agreement must be binding on the estate.

The purchase price for a home-offered warrant shall consist of an amount in money corresponding to the lowest of the warrants' acquisition price and market value. The market value of the home-offered warrant shall be determined by a valuation according to the Black & Scholes formula in connection with the home offer being made.

v. Warrants repurchased from the participants may be transferred to new employees within the framework of the warrant program.

Existing incentive programs

At the time of this proposal, there is one (1) outstanding share-related incentive program in the company.

At the Annual General Meeting on May 17, 2019, it was decided to issue a maximum of 519,536 warrants to the company's wholly owned subsidiary Add Nutrition AB and further transfer to senior executives and other employees in the company. As of December 31, 2020, 174,000 warrants had been transferred to senior executives. Each warrant gives, after recalculation, the right to subscribe for 1.38 new shares in the company during the period from 1 June 2022 to 30 June 2022 at a subscription price of SEK 4.59, implying an increase in the share capital upon full exercise with a maximum of SEK 35,848.

More information about the company's incentive program can be found in the annual report for the financial year 2020 and on the company's website, www.frillholding.com.

Dilution effects, valuation, etc.

As of the date of the proposal, there are 198,492,010 shares in the company. If all warrants that can be issued and transferred are exercised for subscription of shares, the number of shares and votes in the company will increase by a maximum of 18,507,717 (subject to any recalculation of the number of shares according to the warrant terms), which corresponds to a dilution of the share capital and votes in the company. of approximately 8.5 percent, calculated according to the current number of shares in the company.

Preliminary valuation, costs for the company and impact on key figures

The warrants shall be offered to persons in the company's management team and other key persons at a price corresponding to an estimated market value for the warrants applying Black & Scholes' option valuation model as of June 22, 2021 based on a subscription price when exercising the warrants of 150 percent of the average volume-weighted share price. on the Nasdaq First North Growth Market during the period May 21, 2021 through June 22, 2021. Upon transfer of warrants to participants, the market value will be determined based on updated assumptions and then known parameters.

As the warrants of series 2021/2024 are to be transferred at market value at the time of the transfer, the program is not considered to cause any costs for the company in the form of social security contributions or the like with regard to key persons residing in Sweden.

Preliminary valuation, costs for the company and impact on key figures

The warrants shall be offered to persons in the company's management team and other key persons at a price corresponding to an estimated market value for the warrants applying Black & Scholes' option valuation model as of June 22, 2021 based on a subscription price when exercising the warrants of 150 percent of the average volume-weighted share price. on the Nasdaq First North Growth Market during the period May 21, 2021 through June 22, 2021. Upon transfer of warrants to participants, the market value will be determined based on updated assumptions and then known parameters.

As the warrants of series 2021/2024 are to be transferred at market value at the time of the transfer, the program is not considered to cause any costs for the company in the form of social security contributions or the like with regard to key persons residing in Sweden.

Preparation of the proposal

The draft decision establishing the warrant program and the proposed resolutions under items A and B above have been prepared by the Board in consultation with external advisors. It is noted that the CEO, who is also a board member of the company, has not participated in the board's preparation of the proposal, as he is covered by the proposal as a key person.

Other

The Board, or the person appointed by the Board, shall have the right to make the minor adjustments to the above decisions that may prove necessary in connection with registration with the Swedish Companies Registration Office and Euroclear Sweden AB.

Item 16 - Decision on a directed new share issue to Board member and CEO Peter Blom

In connection with the issue of convertible debentures of a maximum of SEK 85 million announced in April this year, the company entered into an agreement with Blasieholmen Investment Group ("BIG") regarding the mediation of subscriptions to investors in BIG's network. According to the agreement, a fee of six percent of the subscribed amount in the convertible issue is paid. The fee shall be set off against shares at the same price as the company acquisitions that the company made in connection with the convertible issue, SEK 0.813. The fee for full subscription of the convertible amounts to SEK 5.1 million, which amount will thus be set off to 6,273,062 shares. BIG has submitted to the company a proposal which means that one third of the fee (SEK 1.7 million) will accrue to the board member and the managing director Peter Blom (or a company controlled by him) and in accordance with the agreement set off to 2,091,020 shares. The now stated distribution of the fee related to the convertible issue does not entail any additional cost for the company.

The Board assesses that the proposal is to the benefit of the company and in line with the option program proposed at the Annual General Meeting. The set-off of the fee for shares that the proposal entails presupposes a decision by the Annual General Meeting and in accordance with this, the Board submits the following proposal to the Annual General Meeting.

The Board of Directors proposes that the Annual General Meeting resolves on a new issue of a maximum of 2,091,020 shares, entailing an increase in the share capital by a maximum of SEK 104,551. For the decision, the following conditions shall otherwise apply:

1. The right to subscribe for shares shall, with deviation from the shareholders' preferential rights, accrue to the company's board member and managing director Peter Blom or a company controlled by him.

2. The reason for the deviation from the shareholders' preferential rights is that the proposed new share issue follows from the agreement entered into.

3. Subscription shall take place on a separate subscription list before 31 July 2021. The Board is authorized to extend the subscription period on one or more occasions.

4. The subscription price shall amount to SEK 0.813 per share, corresponding to an issue payment in the event of a full subscription of SEK 1,699,999.26. The subscription price has been determined through agreements in connection with the issue of convertibles and is assessed on the market. The part of the subscription price that exceeds the quota value shall be added to the free premium fund.

5. Payment must be made in cash at the same time as the subscription takes place. The board shall have the right to extend the payment period. The Board may allow set-off of the conditions for set-off with the support of ch. Section 41 of the Swedish Companies Act is complied with.

6. The new shares shall carry the right to a dividend for the first time on the record date for dividends that falls immediately after the new shares have been registered and entered in the share register kept by Euroclear Sweden AB.

7. The Board of Directors, or the person appointed by the Board of Directors, may make the adjustments in the issue decision that may be shown to be necessary in connection with the registration of the new issue at the Swedish Companies Registration Office and Euroclear Sweden AB.

Item 17 - Resolution authorizing the Board of Directors to decide on the issue of shares, warrants and / or convertibles

The Board of Directors proposes that the Annual General Meeting resolves to authorize the Board of Directors to, on one or more occasions, during the period up to the next Annual General Meeting, decide on the issue of shares, warrants and / or convertibles with or without preferential rights for shareholders. Such an issue decision must be able to be made with a provision on non-cash, set-off or cash payment.

The purpose of the authorization and the reasons for any deviation from the shareholders' preferential rights is that issues should be able to take place to increase the company's financial flexibility and enable the company to fully or partially finance any company acquisitions or acquisitions by issuing financial instruments in connection with acquisitions, alternatively to raise capital for such acquisitions.

The Board, or the person appointed by the Board, shall have the right to make the minor adjustments to the AGM's resolutions that may prove necessary in connection with registration with the Swedish Companies Registration Office.

Item 18 - Resolution on principles for the appointment of the Nomination Committee and instructions for the Nomination Committee

It is proposed that the Annual General Meeting resolves on principles for the appointment of the Nomination Committee and instructions for the Nomination Committee as described below. These shall apply until a decision on an amendment is made by the Annual General Meeting.

The company shall have a nomination committee consisting of a representative for each of the three largest shareholders in the company based on shareholder statistics from Euroclear Sweden AB as of the last banking day in September the year before the AGM and other reliable owner information provided to the company at this time. In assessing who constitutes the largest shareholders in terms of the number of votes, a group of shareholders shall be considered an owner if they (i) are grouped as owners in Euroclear Sweden AB's register or (ii) published and notified to the company that they have reached a written agreement to coordinate exercise of voting rights take a long-term stance regarding the company's management. The Chairman of the Board has the task of contacting the largest shareholders and thereby convening the Nomination Committee.

If any of the three shareholders with the largest number of votes does not exercise the right to appoint a member to the Nomination Committee, the right to appoint such a member passes to the next largest shareholder who does not already have the right to appoint a member of the Nomination Committee.

The chairman of the nomination committee shall, unless the members agree otherwise, be the member who represents the largest shareholder in terms of the number of votes. However, the Chairman of the Board or another Board member shall not be the Chairman of the Nomination Committee. Board members may be members of the Nomination Committee, but shall not constitute a majority of its members. The CEO or another person from the company management shall not be a member of the Nomination Committee. At least one of the members of the Nomination Committee must be independent in relation to the largest shareholder in the company in terms of votes or a group of shareholders who collaborate on the company's management.

The names of the members of the Nomination Committee and the shareholders they have been appointed by shall be published as soon as the Nomination Committee has been appointed, but no later than six months before the next Annual General Meeting. The Nomination Committee is appointed for a term of office until a new Nomination Committee is appointed.

Shareholders who have appointed a member of the Nomination Committee have the right to replace such member with another to instead constitute a member of the Nomination Committee. If a member appointed by shareholders resigns from the Nomination Committee during the term of office or such a member is prevented from fulfilling his or her duties, the Nomination Committee shall urge the shareholder who has appointed the member to appoint a new member within a reasonable time. If the shareholder does not exercise the right to appoint a new member, the right to appoint such a member passes to the largest shareholder closest to the number of votes, who has not already appointed or abstained from appointing a member of the Nomination Committee.

In cases during the Nomination Committee's term of office one or more of the shareholders who have appointed members of the Nomination Committee no longer belong to the three largest shareholders in the number of votes, members appointed by these shareholders shall make their seats available and the shareholder or shareholders added among the three largest. the shareholders shall have the right to appoint members. Unless there are special reasons, no changes shall be made in the composition of the Nomination Committee if only marginal changes in the number of votes have taken place or if the change occurs later than three months before the Annual General Meeting. Changes in the composition of the Nomination Committee shall be announced as soon as such have taken place.

The Nomination Committee shall carry out its assignment in accordance with these instructions and applicable rules. The assignment includes that the Nomination Committee shall evaluate the composition and work of the Board and work out proposals in the following matters to be submitted to the Annual General Meeting for decision:
  • chairman of the meeting,
  • number of board members and auditors,
  • election of board members and chairman of the board,
  • fees and other remuneration for board assignments to each of the board members and, where applicable, remuneration for committee work,
  • election of auditor,

  • Remuneration of auditors, and

  • to the extent deemed necessary, changes in the principles for the appointment of the Nomination Committee and the instructions for the Nomination Committee.

The Nomination Committee's proposal shall be submitted to the company through its Chairman of the Board in good time before the company issues a notice convening the Annual General Meeting.

At a general meeting other than an annual general meeting, the nomination committee's proposal shall include the election or elections that are to take place at the general meeting.

No remuneration is paid to the members of the Nomination Committee. However, the Nomination Committee has the right to charge the company with reasonable costs for the execution of the assignment.

Other information

Number of shares and votes

At the time of issuing this notice, the total number of shares in the company, as well as the total number of votes, amounts to 198,492,010. The company does not hold any own shares.

Majority requirements

Resolutions in accordance with items 15 and 16 on the proposed agenda require, for their validity, that it be supported by shareholders with at least nine tenths of both the votes cast and the shares represented at the Annual General Meeting.

Resolutions pursuant to items 14 and 17 on the proposed agenda require for their validity that it be supported by shareholders with at least two thirds of both the votes cast and the shares represented at the Annual General Meeting.

Shareholders' right to receive information

In accordance with ch. 7 Section 32 of the Swedish Companies Act, the Board of Directors and the President, if any shareholder so requests and the Board considers that this can be done without significant damage to the company, must provide information on circumstances that may affect the assessment of a matter on the agenda, circumstances that may affect the company's assessment or subsidiary's financial situation and the company's relationship with another group company.

Due to the fact that the Annual General Meeting will be held without a physical meeting, requests for information must be submitted in writing by post to the address Brantvägen 3, 133 42 Saltsjöbaden or by e-mail to simon.adolphson@frill.seno later than 12 June 2021. Such information is provided through that they are kept available at the company at the address Brantvägen 3, 133 42 Saltsjöbaden and on the company's website, www.frillholding.com, no later than 17 June 2021. The information is also sent within the same time to the shareholders who so request and state their postal or e-mail address. postal address.

Available documents

Complete proposals appear from this notice which is available at the company and on its website as below.

Accounting documents with an accompanying auditor's report will be kept available at the company for at least three weeks before the Annual General Meeting. The documents will also be available on the company's website, www.frillholding.com.

Copies of the above documents are also sent to the shareholders who request it and state their postal address.

Processing of personal data

For information on how your personal data is processed, see https://www.euroclear.com/dam/ESw/Legal/Integritetspolicy-bolagsstammor-svenska.pdf.

For further information, please contact:

Peter Blom, CEO Frill Holding AB

Tel: +46 706 555 698

E: mail: peter.blom@frill.se

About the Frill Group

Frill is an innovative company that has developed a unique food tech platform for the development of products within functional foods. Through organic growth and acquisition strategy, the company will become a leading company in Functional foods in the Nordics and contribute to better health and quality of life. Current brands within the Frill Group are: iQ Fuel, Homie Life in Balance, Bezzt of Nature, Nathalie's Direct Trade, Frill, Add Ice Cream, Bacoccoli and Juica.

Frill Holding creates healthy dietary alternatives based on scientific facts and delivers affordable and nutritious diets to consumers. The company is based in Stockholm and is listed on the Nasdaq First North Growth Market, short name FRILL B. FNCA Sweden AB is the company's Certified Adviser. Tel. +46 (0) 8 528 00 399, email info@fnca.se

The Frill Group consists of nine companies: Frill Holding AB (publ), Add Nutrition AB, Zendegii Frill Ltd. (UK), Frill Inc. (USA), Bezzt AB, Kling Homie AB, Nathalies Direct Trade AB, Juica Sverige AB and iQ Fuel AB.

Source: Cision
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