{"success":true,"data":{"pressRelease":{"id":"158432","rtpr_id":"nWkr8C8TKk-20261001","ticker":"AMBEA","exchange":"Nasdaq Stockholm","all_tickers":["AMBEA"],"title":"AMBEA AB ( PUBL ) COMPLETES THE RECOMMENDED PUBLIC OFFER TO THE SHAREHOLDERS OF HUMANA AB AND EXTENDS THE ACCEPTANCE PERIOD","author":"Cision","published_at":"2026-10-01T14:01:39.824Z","article_body":"Ambea\nOn 29 June 2026, Ambea AB ( publ ), registration number 556468-4354 (\"Ambea\"),\nannounced a recommended public offer to the shareholders of Humana AB,\nregistration number 556760-8475 (\"Humana\") to tender all their shares in\nHumana to Ambea, aiming to combine the companies (the \"Offer\"). Ambea offers,\nfor each share in Humana, SEK 20 in cash (the \"Cash Consideration\"), 0.305\nshares in Ambea (the \"Share Consideration\") and one (1) CVR Instrument\nentitling the holder to a potential future additional consideration (together\nwith the Cash Consideration and the Share Consideration, the \"Consideration\").\nThe shares in Humana and Ambea, respectively, are admitted to trading on\nNasdaq Stockholm. The offer document (the \"Offer Document\") and the prospectus\n(the \"Prospectus\") regarding the Offer were published on 24 August 2026. On 28\nSeptember 2026, Ambea announced that all approvals required for Ambea's\nacquisition of Humana have been obtained.\n\nAt the expiry of the acceptance period on 30 September 2026, the Offer had\nbeen accepted by shareholders with a total of 43,166,701 shares in Humana,\ncorresponding to approximately 90.84 percent of the outstanding shares and\nvotes in Humana.[1] (#_ftn1) Other than the shares covered by the acceptances\nreceived, Ambea has not acquired any shares in Humana outside the Offer and\ndid not hold any prior to the Offer. Nor has Ambea acquired any financial\ninstruments giving Ambea a financial exposure equivalent to a holding of\nshares in Humana. Since the Offer has been accepted to the extent that Ambea\nwill hold more than 90 percent of the outstanding shares in Humana, Ambea\ndeclares the Offer unconditional in all respects and completes the acquisition\nof the shares tendered in the Offer.\n\nMark Jensen, CEO of Ambea, comments:\n\n\"We are grateful for the strong support for the Offer, enabling us to bring\ntogether two complementary care companies. Together, we can strengthen our\nability to provide high-quality care and meet society's growing care needs. I\nwarmly welcome Humana's shareholders and employees to Ambea and look forward\nto building the next chapter together, with a continued focus on quality and\nresponsibility. To give the remaining shareholders additional time to accept\nthe Offer, we have extended the acceptance period until 14 October 2026.\"\n\nIn order to enable delivery of the Share Consideration in the Offer, the Board\nof Directors of Ambea resolved, pursuant to authorisations granted by the\nannual general meeting on 12 May 2026, to transfer 5,560,658 own shares and to\ncarry out an issue of 7,605,186 new shares against payment in kind consisting\nof shares in Humana. The new share issue results in an increase in the share\ncapital of Ambea by SEK 225,638.263434. The new share issue therefore entails\nan increase in the number of shares from 80,384,424 to 87,989,610 and an\nincrease in the share capital from SEK 2,384,891.673685 to SEK\n2,610,529.937119, corresponding to a dilution of approximately 8.6 percent of\nthe total number of shares and votes in Ambea.\n\nSettlement and delivery of the Cash Consideration and Share Consideration for\nthe shares tendered in the Offer during the acceptance period that ended on 30\nSeptember 2026 is expected to commence on or around 8 October 2026. The first\nday of trading in the shares in Ambea delivered as Share Consideration is\nexpected to be on or around 8 October 2026. Book-entry and delivery of the CVR\nInstruments is expected to commence on or around 8 October 2026.\n\nIn order to give shareholders in Humana who have not yet accepted the Offer\nadditional time to tender their shares to Ambea, Ambea has resolved to extend\nthe acceptance period up to and including 14 October 2026 at 15:00 CEST.\nSettlement and delivery of the Cash Consideration and the Share Consideration\nfor shares tendered during the extended acceptance period is expected to\ncommence on or around 21 October 2026. Book-entry and delivery of the CVR\nInstruments for shares tendered during the extended acceptance period is\nexpected to commence on or around 21 October 2026.\n\nSince Ambea has now declared the Offer unconditional, shareholders in Humana\nwho have accepted, or who accept, the Offer are not entitled to withdraw their\nacceptances.\n\nSince Ambea, in connection with the Offer, acquires shares representing more\nthan 90 percent of the total number of the outstanding shares in Humana, Ambea\nintends to commence compulsory redemption proceedings under the Swedish\nCompanies Act (Sw. aktiebolagslagen (2005:551)) in order to acquire all\nremaining shares in Humana and to promote a delisting of Humana's shares from\nNasdaq Stockholm.\n\nAdvisors\n\nAmbea has retained DNB Carnegie Investment Bank AB (publ) as financial advisor\nand Advokatfirman Vinge KB and Milbank LLP as legal advisors in connection\nwith the Offer.\n\nAmbea AB ( publ )\n\nThe Board of Directors\n\nThe information was submitted for publication, through the agency of the\ncontact person, on 2026-10-01 16:00 CEST.\n\nInformation about the Offer\n\nFurther information regarding the Offer, including the acceptance form, the\nOffer Document and the Prospectus, is available at:\nwww.care-for-tomorrow.com/en\n\nAdministrative questions:\n\nFor administrative questions regarding the Offer, please contact your bank or\nnominee where you have your shares registered. Questions regarding the Offer\nmay also be directed to DNB Carnegie on telephone +46 (0)8 5886 9489.\n\nOther questions regarding the Offer:\n\nFogel & Partners, Sandra Uitto, for further distribution as relevant\n\nTelephone: +46 725 56 68 88\n\nEmail: ambea@fogelpartners.se\n\nImportant information\n\nThis press release has been published in Swedish and English. In the event of\nany discrepancy in content between the two language versions, the Swedish\nversion shall prevail.\n\nThis announcement is not an offer, whether directly or indirectly, in\nAustralia, Hong Kong, Japan, New Zealand or South Africa or in any other\njurisdictions where such offer pursuant to legislation and regulations in such\nrelevant jurisdictions would be prohibited by applicable law (the \"Restricted\nJurisdictions\").\n\nRelease, publication or distribution of this press release in or into\njurisdictions other than Sweden may be restricted by law and therefore any\npersons who are subject to the laws of any jurisdiction other than Sweden\nshould inform themselves about, and observe any applicable requirements. In\nparticular, the ability of persons who are not resident in Sweden to accept\nthe Offer may be affected by the laws of the relevant jurisdictions in which\nthey are located. Any failure to comply with the applicable restrictions may\nconstitute a violation of the securities laws of any such jurisdiction. To the\nfullest extent permitted by applicable law, the companies and persons involved\nin the Offer disclaim any responsibility or liability for the violation of\nsuch restrictions by any person.\n\nThis announcement has been prepared for the purpose of complying with Swedish\nlaw, the Takeover Rules and the Swedish Securities Council's rulings regarding\ninterpretation and application of the Takeover Rules and the information\ndisclosed may not be the same as that which would have been disclosed if this\npress release had been prepared in accordance with the laws of jurisdictions\nother than Sweden.\n\nThis press release does not constitute a prospectus or an offer to sell or\nsubscribe for any securities. In connection with the Offer, a prospectus\nrelating to the shares in Ambea constituting the Share Consideration and the\nCVR Instruments has been drawn up as a simplified prospectus in accordance\nwith Article 14a of the Prospectus Regulation, approved by and registered with\nthe Swedish Financial Supervisory Authority, and published before the\ncommencement of the acceptance period.\n\nUnless otherwise determined by Ambea or required by Swedish law, the Takeover\nRules and the Swedish Securities Council's rulings regarding interpretation\nand application of the Takeover Rules, and permitted by applicable law and\nregulation, the Offer will not be made available, directly or indirectly, in,\ninto or from a Restricted Jurisdiction or any other jurisdiction where to do\nso would violate the laws in that jurisdiction and no person may accept the\nOffer by any use, means or instrumentality (including, but not limited to,\nfacsimile, e-mail or other electronic transmission, telex or telephone) of\ninterstate or foreign commerce of, or of any facility of a national, state or\nother securities exchange of any Restricted Jurisdiction or any other\njurisdiction where to do so would constitute a violation of the laws of that\njurisdiction and the Offer may not be capable of acceptance by any such use,\nmeans, instrumentality or facilities. Accordingly, copies of this press\nrelease and any formal documentation relating to the Offer are not being, and\nmust not be, directly or indirectly, mailed or otherwise forwarded,\ndistributed or sent in or into or from any Restricted Jurisdiction or any\nother jurisdiction where to do so would constitute a violation of the laws of\nthat jurisdiction and persons receiving such documents (including custodians,\nnominees and trustees) must not mail or otherwise forward, distribute or send\nthem in or into or from any Restricted Jurisdiction or any other jurisdiction\nwhere to do so would constitute a violation of the laws of that jurisdiction.\n\nThe availability of the Offer to shareholders of Humana who are not resident\nin and citizens of Sweden may be affected by the laws of the relevant\njurisdictions in which they are located or of which they are citizens. Persons\nwho are not resident in or citizens of Sweden should inform themselves of, and\nobserve, any applicable legal or regulatory requirements of their\njurisdictions.\n\nThe Offer, the information and documents contained in this press release are\nnot being made and have not been approved by an authorized person for the\npurposes of section 21 of the UK Financial Services and Markets Act 2000 (the\n\"FSMA\"). Accordingly, the information and documents contained in this press\nrelease are not being distributed to, and must not be passed on to, the\ngeneral public in the United Kingdom, unless an exemption applies. The\ncommunication of the information and documents contained in this press release\nis exempt from the restriction on financial promotions under section 21 of the\nFSMA on the basis that it is a communication by or on behalf of a body\ncorporate which relates to a transaction to acquire day to day control of the\naffairs of a body corporate; or to acquire 50 percent or more of the voting\nshares in a body corporate, within article 62 of the UK Financial Services and\nMarkets Act 2000 (Financial Promotion) Order 2005.\n\nStatements in this press release relating to future status or circumstances,\nincluding statements regarding future performance, growth and other trend\nprojections and their underlying assumptions, statements regarding plans,\nobjectives, intentions and expectations with respect to future financial\nresults, events, operations, services, product development and potential and\nother effects of the Offer, are forward-looking statements. These statements\nmay generally, but not always, be identified by the use of words such as\n\"anticipates\", \"intends\", \"expects\", \"believes\", \"estimates\", \"plans\", \"will\nbe\" or similar expressions. By their nature, forward-looking statements\ninvolve risk and uncertainty because they relate to events and depend on\ncircumstances that will occur in the future. Actual results and developments\nmay differ materially from those expressed in, or implied or projected by\nthese forward-looking statements due to many factors, many of which are\noutside the control of Ambea. Forward-looking statements appear in a number of\nplaces throughout this announcement and the information incorporated by\nreference into this announcement and may include statements regarding the\nintentions, beliefs or current expectations of Ambea or Humana concerning,\namongst other things: (i) future capital expenditures, expenses, revenues,\nearnings, synergies, economic performance, indebtedness, financial condition,\ndividend policy, losses and future prospects; (ii) business and management\nstrategies, the expansion and growth of Ambea's or Humana's business\noperations and potential synergies resulting from the Offer; and (iii) the\neffects of government regulation and industry changes on the business of Ambea\nor Humana. Any forward-looking statements made herein speak only as of the\ndate on which they are announced. Except as required by the Takeover Rules or\napplicable law or regulations, Ambea expressly disclaims any obligation or\nundertaking to publicly announce updates or revisions to any forward-looking\nstatements contained in the press release to reflect any change in\nexpectations with regard thereto or any change in events, conditions or\ncircumstances on which any such statement is based. The reader should,\nhowever, consult additional disclosures that Ambea or Humana have made or may\nmake.\n\nImportant notice to shareholders in the United States of America\n\nThis Offer is made for the securities of a foreign company. The Offer is\nsubject to the disclosure requirements of Sweden, which are different from\nthose of the United States. Humana's financial statements and all financial\ninformation included herein, or any other documents relating to the Offer,\nhave been or will be prepared in accordance with IFRS and may not be\ncomparable to the financial statements or financial information of companies\nin the United States or other companies whose financial statements are\nprepared in accordance with U.S. generally accepted accounting principles. It\nmay be difficult for holders of the shares of Humana domiciled or resident in\nthe United States (the \"U.S. Holders\") to enforce their rights and any claims\nthey may have arising under the U.S. federal or state securities laws in\nconnection with the Offer, since Humana is located in another country other\nthan the United States, and some or all of its officers and directors may be\nresidents of countries other than the United States. U.S. Holders may not be\nable to sue Humana or Ambea or their respective officers or directors in a\nnon-U.S. court for violations of U.S. securities laws. Further, it may be\ndifficult to compel Humana or Ambea and/or their respective affiliates to\nsubject themselves to the jurisdiction or judgment of a U.S. court.\n\nThe Offer is made to U.S. Holders on the same terms and conditions as those\nmade to all other shareholders of Humana to whom the Offer is being made, in\nreliance on the \"Tier I\" exemption under Rule 14d-1(c) under the U.S.\nSecurities Exchange Act of 1934, as amended (the \"Exchange Act\"), from the\nU.S. tender offer rules. Any information documents, including the offer\ndocument, are being disseminated to U.S. Holders on a basis comparable to the\nmethod pursuant to which such documents are provided to Humana's other\nshareholders. U.S. Holders should note that Humana is not listed on a United\nStates securities exchange, is not subject to the periodic requirements of the\nExchange Act and is not required to, and does not, file any reports with the\nU.S. Securities and Exchange Commission (\"SEC\").\n\nThe new shares in Ambea that may be issued as Share Consideration and the CVR\nInstruments that may be issued as part of the Consideration in connection with\nthe Offer are not being, and will not be, registered under the U.S. Securities\nAct of 1933, as amended (the \"Securities Act\"), or under the securities laws\nof any state or other jurisdiction of the United States. Such securities are\nbeing offered in the United States pursuant to the exemption from registration\nprovided by Rule 802 under the Securities Act.\n\nThe offer materials are being furnished to the SEC under cover of Form CB.\nAmbea has filed a Form F-X with the SEC appointing an agent for service of\nprocess in the United States in connection with the Offer.\n\nThe Offer described in this press release is made for the issued and\noutstanding shares of Humana, a company incorporated under Swedish law, and is\nsubject to Swedish disclosure and procedural requirements, which may be\ndifferent from those of the United States. The Tier I exemption exempts the\nOffer from most provisions of Regulation 14D and Rules 14e-1 and 14e-2 under\nthe Exchange Act. Accordingly, the Offer is being conducted primarily in\naccordance with Swedish law, the Takeover Rules and the Swedish Securities\nCouncil's rulings regarding interpretation and application of the Takeover\nRules, with respect to withdrawal rights, the Offer timetable, notices of\nextensions, announcements of results, settlement procedures (including as\nregards to the time when payment of the consideration is rendered) and waivers\nof conditions, which may be different from requirements or customary practices\nin relation to U.S. domestic tender offers. U.S. Holders are encouraged to\nconsult with their own advisors regarding the Offer.\n\nThe U.S. Holders should consider that the Cash Consideration in the Offer is\nbeing paid in Swedish krona and that no adjustment will be made based on any\nchanges in the exchange rate.\n\nTo the extent permissible under applicable law or regulations, Ambea and its\naffiliates or its brokers and its brokers' affiliates (acting as agents for\nAmbea or its affiliates, as applicable) may from time to time and during the\npendency of the Offer, and other than pursuant to the Offer, directly or\nindirectly purchase or arrange to purchase shares of Humana outside the United\nStates (or any securities that are convertible into, exchangeable for or\nexercisable for such shares). These purchases may occur either in the open\nmarket at prevailing prices or in private transactions at negotiated prices.\nIn addition, affiliates to the financial advisors to Ambea may also engage in\nordinary course trading activities in securities of Humana, which may include\npurchases or arrangements to purchase such securities as long as such\npurchases or arrangements are in compliance with applicable law and\nregulation. Any information about such purchases will be announced as and to\nthe extent required under applicable Swedish law, rules or regulations.\n\nThe receipt of the Consideration (including the Cash Consideration, the Share\nConsideration and the CVR Instrument) pursuant to the Offer by a U.S. Holder\nmay be a taxable transaction for U.S. federal income tax purposes and under\napplicable U.S. state and local, as well as foreign and other, tax laws. Each\nshareholder is urged to consult an independent professional advisor regarding\nthe tax consequences of accepting the Offer. Neither Ambea nor any of its\naffiliates and their respective directors, officers, employees or agents or\nany other person acting on their behalf in connection with the Offer shall be\nresponsible for any tax effects or liabilities resulting from acceptance of\nthis Offer.\n\nNEITHER THE SEC NOR ANY U.S. STATE SECURITIES COMMISSION HAS APPROVED OR\nDISAPPROVED THE OFFER, PASSED ANY COMMENTS UPON THE MERITS OR FAIRNESS OF THE\nOFFER, PASSED ANY COMMENT UPON THE ADEQUACY OR COMPLETENESS OF THIS PRESS\nRELEASE OR PASSED ANY COMMENT ON WHETHER THE CONTENT IN THIS PRESS RELEASE IS\nCORRECT OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENCE\nIN THE UNITED STATES.\n\nDNB Carnegie Investment Bank AB (\"DNB Carnegie\") is financial advisor to Ambea\nand no one else in connection with the Offer. DNB Carnegie is not responsible\nto anyone other than Ambea for providing protections afforded to clients of\nDNB Carnegie nor for providing advice in relation to the Offer.\n\n[1] (#_ftnref1) The percentages are based on 47,521,133 shares outstanding in\nHumana, i.e. all 48,039,394 shares in Humana less the 518,261 treasury shares\nheld by Humana.\n\nFor more information:\n\nNiklas Ahlgren, head of media relations\nTelephone: +46 10 33 00 501\nE-mal: press@ambea.se\n\nAmbea is the leading competence-based care company in the Nordics. Ambea has\nover 41,000 employees who are creating a good life for more than 18,000 care\nreceivers in our more than 1,000 units across the Nordics. We aim to be the\nquality leader in all that we do and our vision is to make the world a better\nplace, one person at a time. Ambea's head office is located in Solna, Sweden.\nAmbea is listed on Nasdaq Stockholm.\n\nhttps://news.cision.com/ambea/r/ambea-ab---publ---completes-the-recommended-public-offer-to-the-shareholders-of-humana-ab-and-extend%2Cc4403541\n\nPress Release - unconditional outstanding shares (ENG)\n(https://mb.cision.com/Main/5048/4403541/4298704.pdf)\n\n\n\n(c) Cision 2026","article_body_html":"","raw_payload":{"data":{"id":"nWkr8C8TKk-20261001","title":"AMBEA AB ( PUBL ) COMPLETES THE RECOMMENDED PUBLIC OFFER TO THE SHAREHOLDERS OF HUMANA AB AND EXTENDS THE ACCEPTANCE PERIOD","author":"Cision","ticker":"AMBEA","created":"2026-10-01T14:01:39.824Z","tickers":["AMBEA"],"exchange":"Nasdaq Stockholm","article_body":"Ambea\nOn 29 June 2026, Ambea AB ( publ ), registration number 556468-4354 (\"Ambea\"),\nannounced a recommended public offer to the shareholders of Humana AB,\nregistration number 556760-8475 (\"Humana\") to tender all their shares in\nHumana to Ambea, aiming to combine the companies (the \"Offer\"). Ambea offers,\nfor each share in Humana, SEK 20 in cash (the \"Cash Consideration\"), 0.305\nshares in Ambea (the \"Share Consideration\") and one (1) CVR Instrument\nentitling the holder to a potential future additional consideration (together\nwith the Cash Consideration and the Share Consideration, the \"Consideration\").\nThe shares in Humana and Ambea, respectively, are admitted to trading on\nNasdaq Stockholm. The offer document (the \"Offer Document\") and the prospectus\n(the \"Prospectus\") regarding the Offer were published on 24 August 2026. On 28\nSeptember 2026, Ambea announced that all approvals required for Ambea's\nacquisition of Humana have been obtained.\n\nAt the expiry of the acceptance period on 30 September 2026, the Offer had\nbeen accepted by shareholders with a total of 43,166,701 shares in Humana,\ncorresponding to approximately 90.84 percent of the outstanding shares and\nvotes in Humana.[1] (#_ftn1) Other than the shares covered by the acceptances\nreceived, Ambea has not acquired any shares in Humana outside the Offer and\ndid not hold any prior to the Offer. Nor has Ambea acquired any financial\ninstruments giving Ambea a financial exposure equivalent to a holding of\nshares in Humana. Since the Offer has been accepted to the extent that Ambea\nwill hold more than 90 percent of the outstanding shares in Humana, Ambea\ndeclares the Offer unconditional in all respects and completes the acquisition\nof the shares tendered in the Offer.\n\nMark Jensen, CEO of Ambea, comments:\n\n\"We are grateful for the strong support for the Offer, enabling us to bring\ntogether two complementary care companies. Together, we can strengthen our\nability to provide high-quality care and meet society's growing care needs. I\nwarmly welcome Humana's shareholders and employees to Ambea and look forward\nto building the next chapter together, with a continued focus on quality and\nresponsibility. To give the remaining shareholders additional time to accept\nthe Offer, we have extended the acceptance period until 14 October 2026.\"\n\nIn order to enable delivery of the Share Consideration in the Offer, the Board\nof Directors of Ambea resolved, pursuant to authorisations granted by the\nannual general meeting on 12 May 2026, to transfer 5,560,658 own shares and to\ncarry out an issue of 7,605,186 new shares against payment in kind consisting\nof shares in Humana. The new share issue results in an increase in the share\ncapital of Ambea by SEK 225,638.263434. The new share issue therefore entails\nan increase in the number of shares from 80,384,424 to 87,989,610 and an\nincrease in the share capital from SEK 2,384,891.673685 to SEK\n2,610,529.937119, corresponding to a dilution of approximately 8.6 percent of\nthe total number of shares and votes in Ambea.\n\nSettlement and delivery of the Cash Consideration and Share Consideration for\nthe shares tendered in the Offer during the acceptance period that ended on 30\nSeptember 2026 is expected to commence on or around 8 October 2026. The first\nday of trading in the shares in Ambea delivered as Share Consideration is\nexpected to be on or around 8 October 2026. Book-entry and delivery of the CVR\nInstruments is expected to commence on or around 8 October 2026.\n\nIn order to give shareholders in Humana who have not yet accepted the Offer\nadditional time to tender their shares to Ambea, Ambea has resolved to extend\nthe acceptance period up to and including 14 October 2026 at 15:00 CEST.\nSettlement and delivery of the Cash Consideration and the Share Consideration\nfor shares tendered during the extended acceptance period is expected to\ncommence on or around 21 October 2026. Book-entry and delivery of the CVR\nInstruments for shares tendered during the extended acceptance period is\nexpected to commence on or around 21 October 2026.\n\nSince Ambea has now declared the Offer unconditional, shareholders in Humana\nwho have accepted, or who accept, the Offer are not entitled to withdraw their\nacceptances.\n\nSince Ambea, in connection with the Offer, acquires shares representing more\nthan 90 percent of the total number of the outstanding shares in Humana, Ambea\nintends to commence compulsory redemption proceedings under the Swedish\nCompanies Act (Sw. aktiebolagslagen (2005:551)) in order to acquire all\nremaining shares in Humana and to promote a delisting of Humana's shares from\nNasdaq Stockholm.\n\nAdvisors\n\nAmbea has retained DNB Carnegie Investment Bank AB (publ) as financial advisor\nand Advokatfirman Vinge KB and Milbank LLP as legal advisors in connection\nwith the Offer.\n\nAmbea AB ( publ )\n\nThe Board of Directors\n\nThe information was submitted for publication, through the agency of the\ncontact person, on 2026-10-01 16:00 CEST.\n\nInformation about the Offer\n\nFurther information regarding the Offer, including the acceptance form, the\nOffer Document and the Prospectus, is available at:\nwww.care-for-tomorrow.com/en\n\nAdministrative questions:\n\nFor administrative questions regarding the Offer, please contact your bank or\nnominee where you have your shares registered. Questions regarding the Offer\nmay also be directed to DNB Carnegie on telephone +46 (0)8 5886 9489.\n\nOther questions regarding the Offer:\n\nFogel & Partners, Sandra Uitto, for further distribution as relevant\n\nTelephone: +46 725 56 68 88\n\nEmail: ambea@fogelpartners.se\n\nImportant information\n\nThis press release has been published in Swedish and English. In the event of\nany discrepancy in content between the two language versions, the Swedish\nversion shall prevail.\n\nThis announcement is not an offer, whether directly or indirectly, in\nAustralia, Hong Kong, Japan, New Zealand or South Africa or in any other\njurisdictions where such offer pursuant to legislation and regulations in such\nrelevant jurisdictions would be prohibited by applicable law (the \"Restricted\nJurisdictions\").\n\nRelease, publication or distribution of this press release in or into\njurisdictions other than Sweden may be restricted by law and therefore any\npersons who are subject to the laws of any jurisdiction other than Sweden\nshould inform themselves about, and observe any applicable requirements. In\nparticular, the ability of persons who are not resident in Sweden to accept\nthe Offer may be affected by the laws of the relevant jurisdictions in which\nthey are located. Any failure to comply with the applicable restrictions may\nconstitute a violation of the securities laws of any such jurisdiction. To the\nfullest extent permitted by applicable law, the companies and persons involved\nin the Offer disclaim any responsibility or liability for the violation of\nsuch restrictions by any person.\n\nThis announcement has been prepared for the purpose of complying with Swedish\nlaw, the Takeover Rules and the Swedish Securities Council's rulings regarding\ninterpretation and application of the Takeover Rules and the information\ndisclosed may not be the same as that which would have been disclosed if this\npress release had been prepared in accordance with the laws of jurisdictions\nother than Sweden.\n\nThis press release does not constitute a prospectus or an offer to sell or\nsubscribe for any securities. In connection with the Offer, a prospectus\nrelating to the shares in Ambea constituting the Share Consideration and the\nCVR Instruments has been drawn up as a simplified prospectus in accordance\nwith Article 14a of the Prospectus Regulation, approved by and registered with\nthe Swedish Financial Supervisory Authority, and published before the\ncommencement of the acceptance period.\n\nUnless otherwise determined by Ambea or required by Swedish law, the Takeover\nRules and the Swedish Securities Council's rulings regarding interpretation\nand application of the Takeover Rules, and permitted by applicable law and\nregulation, the Offer will not be made available, directly or indirectly, in,\ninto or from a Restricted Jurisdiction or any other jurisdiction where to do\nso would violate the laws in that jurisdiction and no person may accept the\nOffer by any use, means or instrumentality (including, but not limited to,\nfacsimile, e-mail or other electronic transmission, telex or telephone) of\ninterstate or foreign commerce of, or of any facility of a national, state or\nother securities exchange of any Restricted Jurisdiction or any other\njurisdiction where to do so would constitute a violation of the laws of that\njurisdiction and the Offer may not be capable of acceptance by any such use,\nmeans, instrumentality or facilities. Accordingly, copies of this press\nrelease and any formal documentation relating to the Offer are not being, and\nmust not be, directly or indirectly, mailed or otherwise forwarded,\ndistributed or sent in or into or from any Restricted Jurisdiction or any\nother jurisdiction where to do so would constitute a violation of the laws of\nthat jurisdiction and persons receiving such documents (including custodians,\nnominees and trustees) must not mail or otherwise forward, distribute or send\nthem in or into or from any Restricted Jurisdiction or any other jurisdiction\nwhere to do so would constitute a violation of the laws of that jurisdiction.\n\nThe availability of the Offer to shareholders of Humana who are not resident\nin and citizens of Sweden may be affected by the laws of the relevant\njurisdictions in which they are located or of which they are citizens. Persons\nwho are not resident in or citizens of Sweden should inform themselves of, and\nobserve, any applicable legal or regulatory requirements of their\njurisdictions.\n\nThe Offer, the information and documents contained in this press release are\nnot being made and have not been approved by an authorized person for the\npurposes of section 21 of the UK Financial Services and Markets Act 2000 (the\n\"FSMA\"). Accordingly, the information and documents contained in this press\nrelease are not being distributed to, and must not be passed on to, the\ngeneral public in the United Kingdom, unless an exemption applies. The\ncommunication of the information and documents contained in this press release\nis exempt from the restriction on financial promotions under section 21 of the\nFSMA on the basis that it is a communication by or on behalf of a body\ncorporate which relates to a transaction to acquire day to day control of the\naffairs of a body corporate; or to acquire 50 percent or more of the voting\nshares in a body corporate, within article 62 of the UK Financial Services and\nMarkets Act 2000 (Financial Promotion) Order 2005.\n\nStatements in this press release relating to future status or circumstances,\nincluding statements regarding future performance, growth and other trend\nprojections and their underlying assumptions, statements regarding plans,\nobjectives, intentions and expectations with respect to future financial\nresults, events, operations, services, product development and potential and\nother effects of the Offer, are forward-looking statements. These statements\nmay generally, but not always, be identified by the use of words such as\n\"anticipates\", \"intends\", \"expects\", \"believes\", \"estimates\", \"plans\", \"will\nbe\" or similar expressions. By their nature, forward-looking statements\ninvolve risk and uncertainty because they relate to events and depend on\ncircumstances that will occur in the future. Actual results and developments\nmay differ materially from those expressed in, or implied or projected by\nthese forward-looking statements due to many factors, many of which are\noutside the control of Ambea. Forward-looking statements appear in a number of\nplaces throughout this announcement and the information incorporated by\nreference into this announcement and may include statements regarding the\nintentions, beliefs or current expectations of Ambea or Humana concerning,\namongst other things: (i) future capital expenditures, expenses, revenues,\nearnings, synergies, economic performance, indebtedness, financial condition,\ndividend policy, losses and future prospects; (ii) business and management\nstrategies, the expansion and growth of Ambea's or Humana's business\noperations and potential synergies resulting from the Offer; and (iii) the\neffects of government regulation and industry changes on the business of Ambea\nor Humana. Any forward-looking statements made herein speak only as of the\ndate on which they are announced. Except as required by the Takeover Rules or\napplicable law or regulations, Ambea expressly disclaims any obligation or\nundertaking to publicly announce updates or revisions to any forward-looking\nstatements contained in the press release to reflect any change in\nexpectations with regard thereto or any change in events, conditions or\ncircumstances on which any such statement is based. The reader should,\nhowever, consult additional disclosures that Ambea or Humana have made or may\nmake.\n\nImportant notice to shareholders in the United States of America\n\nThis Offer is made for the securities of a foreign company. The Offer is\nsubject to the disclosure requirements of Sweden, which are different from\nthose of the United States. Humana's financial statements and all financial\ninformation included herein, or any other documents relating to the Offer,\nhave been or will be prepared in accordance with IFRS and may not be\ncomparable to the financial statements or financial information of companies\nin the United States or other companies whose financial statements are\nprepared in accordance with U.S. generally accepted accounting principles. It\nmay be difficult for holders of the shares of Humana domiciled or resident in\nthe United States (the \"U.S. Holders\") to enforce their rights and any claims\nthey may have arising under the U.S. federal or state securities laws in\nconnection with the Offer, since Humana is located in another country other\nthan the United States, and some or all of its officers and directors may be\nresidents of countries other than the United States. U.S. Holders may not be\nable to sue Humana or Ambea or their respective officers or directors in a\nnon-U.S. court for violations of U.S. securities laws. Further, it may be\ndifficult to compel Humana or Ambea and/or their respective affiliates to\nsubject themselves to the jurisdiction or judgment of a U.S. court.\n\nThe Offer is made to U.S. Holders on the same terms and conditions as those\nmade to all other shareholders of Humana to whom the Offer is being made, in\nreliance on the \"Tier I\" exemption under Rule 14d-1(c) under the U.S.\nSecurities Exchange Act of 1934, as amended (the \"Exchange Act\"), from the\nU.S. tender offer rules. Any information documents, including the offer\ndocument, are being disseminated to U.S. Holders on a basis comparable to the\nmethod pursuant to which such documents are provided to Humana's other\nshareholders. U.S. Holders should note that Humana is not listed on a United\nStates securities exchange, is not subject to the periodic requirements of the\nExchange Act and is not required to, and does not, file any reports with the\nU.S. Securities and Exchange Commission (\"SEC\").\n\nThe new shares in Ambea that may be issued as Share Consideration and the CVR\nInstruments that may be issued as part of the Consideration in connection with\nthe Offer are not being, and will not be, registered under the U.S. Securities\nAct of 1933, as amended (the \"Securities Act\"), or under the securities laws\nof any state or other jurisdiction of the United States. Such securities are\nbeing offered in the United States pursuant to the exemption from registration\nprovided by Rule 802 under the Securities Act.\n\nThe offer materials are being furnished to the SEC under cover of Form CB.\nAmbea has filed a Form F-X with the SEC appointing an agent for service of\nprocess in the United States in connection with the Offer.\n\nThe Offer described in this press release is made for the issued and\noutstanding shares of Humana, a company incorporated under Swedish law, and is\nsubject to Swedish disclosure and procedural requirements, which may be\ndifferent from those of the United States. The Tier I exemption exempts the\nOffer from most provisions of Regulation 14D and Rules 14e-1 and 14e-2 under\nthe Exchange Act. Accordingly, the Offer is being conducted primarily in\naccordance with Swedish law, the Takeover Rules and the Swedish Securities\nCouncil's rulings regarding interpretation and application of the Takeover\nRules, with respect to withdrawal rights, the Offer timetable, notices of\nextensions, announcements of results, settlement procedures (including as\nregards to the time when payment of the consideration is rendered) and waivers\nof conditions, which may be different from requirements or customary practices\nin relation to U.S. domestic tender offers. U.S. Holders are encouraged to\nconsult with their own advisors regarding the Offer.\n\nThe U.S. Holders should consider that the Cash Consideration in the Offer is\nbeing paid in Swedish krona and that no adjustment will be made based on any\nchanges in the exchange rate.\n\nTo the extent permissible under applicable law or regulations, Ambea and its\naffiliates or its brokers and its brokers' affiliates (acting as agents for\nAmbea or its affiliates, as applicable) may from time to time and during the\npendency of the Offer, and other than pursuant to the Offer, directly or\nindirectly purchase or arrange to purchase shares of Humana outside the United\nStates (or any securities that are convertible into, exchangeable for or\nexercisable for such shares). These purchases may occur either in the open\nmarket at prevailing prices or in private transactions at negotiated prices.\nIn addition, affiliates to the financial advisors to Ambea may also engage in\nordinary course trading activities in securities of Humana, which may include\npurchases or arrangements to purchase such securities as long as such\npurchases or arrangements are in compliance with applicable law and\nregulation. Any information about such purchases will be announced as and to\nthe extent required under applicable Swedish law, rules or regulations.\n\nThe receipt of the Consideration (including the Cash Consideration, the Share\nConsideration and the CVR Instrument) pursuant to the Offer by a U.S. Holder\nmay be a taxable transaction for U.S. federal income tax purposes and under\napplicable U.S. state and local, as well as foreign and other, tax laws. Each\nshareholder is urged to consult an independent professional advisor regarding\nthe tax consequences of accepting the Offer. Neither Ambea nor any of its\naffiliates and their respective directors, officers, employees or agents or\nany other person acting on their behalf in connection with the Offer shall be\nresponsible for any tax effects or liabilities resulting from acceptance of\nthis Offer.\n\nNEITHER THE SEC NOR ANY U.S. STATE SECURITIES COMMISSION HAS APPROVED OR\nDISAPPROVED THE OFFER, PASSED ANY COMMENTS UPON THE MERITS OR FAIRNESS OF THE\nOFFER, PASSED ANY COMMENT UPON THE ADEQUACY OR COMPLETENESS OF THIS PRESS\nRELEASE OR PASSED ANY COMMENT ON WHETHER THE CONTENT IN THIS PRESS RELEASE IS\nCORRECT OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENCE\nIN THE UNITED STATES.\n\nDNB Carnegie Investment Bank AB (\"DNB Carnegie\") is financial advisor to Ambea\nand no one else in connection with the Offer. DNB Carnegie is not responsible\nto anyone other than Ambea for providing protections afforded to clients of\nDNB Carnegie nor for providing advice in relation to the Offer.\n\n[1] (#_ftnref1) The percentages are based on 47,521,133 shares outstanding in\nHumana, i.e. all 48,039,394 shares in Humana less the 518,261 treasury shares\nheld by Humana.\n\nFor more information:\n\nNiklas Ahlgren, head of media relations\nTelephone: +46 10 33 00 501\nE-mal: press@ambea.se\n\nAmbea is the leading competence-based care company in the Nordics. Ambea has\nover 41,000 employees who are creating a good life for more than 18,000 care\nreceivers in our more than 1,000 units across the Nordics. We aim to be the\nquality leader in all that we do and our vision is to make the world a better\nplace, one person at a time. Ambea's head office is located in Solna, Sweden.\nAmbea is listed on Nasdaq Stockholm.\n\nhttps://news.cision.com/ambea/r/ambea-ab---publ---completes-the-recommended-public-offer-to-the-shareholders-of-humana-ab-and-extend%2Cc4403541\n\nPress Release - unconditional outstanding shares (ENG)\n(https://mb.cision.com/Main/5048/4403541/4298704.pdf)\n\n\n\n(c) Cision 2026"},"type":"article","timestamp":"2026-10-01T14:01:39.943236172Z","server_sent_at_ms":1790863299943},"received_at":"2026-10-01T14:01:40.096Z","source_url":"https://news.cision.com/ambea/r/ambea-ab---publ---completes-the-recommended-public-offer-to-the-shareholders-of-humana-ab-and-extend%2Cc4403541"},"analysis":{"id":"147059","press_release_id":"158432","analysis_json":{"industry":{"label":"Health Care Providers & Services","sector":"Health Care"},"redFlags":["approximately 8.6% dilution for existing Ambea shareholders via new share issue","acceptances can no longer be withdrawn; deal integration and synergy risk ahead"],"eventType":"m_and_a","narrative":"Ambea declared its recommended public offer for Humana AB unconditional after shareholders representing 43,166,701 shares, or approximately 90.84% of outstanding Humana shares, accepted by the 30 September deadline.\n\nConsideration per Humana share is SEK 20 in cash, 0.305 Ambea shares, and one CVR instrument. To fund the share component, Ambea is transferring 5,560,658 own shares and issuing 7,605,186 new shares, diluting existing holders by approximately 8.6%.\n\nCrossing the 90% threshold lets Ambea commence compulsory redemption proceedings for remaining shares and pursue delisting of Humana from Nasdaq Stockholm; the acceptance period is extended to 14 October 2026 for remaining holders.\n\nSettlement for shares tendered in the initial period is expected on or around 8 October 2026, with the extended-period settlement around 21 October 2026.","sentiment":"bullish","agentHooks":{"shouldPost":true,"suggestedAngle":"Ambea completes Humana takeover at 90.84% acceptance -- compulsory redemption and delisting next, at the cost of ~8.6% dilution."},"keyFigures":{"dealValueUsd":0,"sharesOffered":7605186,"customDimensions":{"dilution_pct":"8.6%","acceptance_pct":"90.84%","acceptance_shares":43166701,"ambea_shares_after_issue":87989610,"share_consideration_ratio":"0.305 Ambea shares per Humana share","extended_acceptance_deadline":"2026-10-14 15:00 CEST","cash_consideration_per_humana_share":"SEK 20"}},"quotedText":"We are grateful for the strong support for the Offer, enabling us to bring together two complementary care companies.","namedEntities":{"people":[{"name":"Mark Jensen","role":"CEO of Ambea"},{"name":"Niklas Ahlgren","role":"head of media relations"},{"name":"Sandra Uitto","role":"Fogel & Partners contact"}],"products":["CVR Instrument"],"companies":[{"name":"Ambea AB","ticker":"AMBEA","relationship":"acquirer"},{"name":"Humana AB","relationship":"target"},{"name":"DNB Carnegie Investment Bank AB (publ)","relationship":"financial advisor"},{"name":"Advokatfirman Vinge KB","relationship":"legal advisor"},{"name":"Milbank LLP","relationship":"legal advisor"},{"name":"Fogel & Partners","relationship":"PR advisor"}],"dollarAmounts":[{"amount":"SEK 20","context":"cash consideration per Humana share"},{"amount":"SEK 225,638.263434","context":"increase in Ambea share capital from new share issue"}]},"materialImpact":{"score":4,"reasoning":"Completion of the recommended public offer to acquire Humana AB, with ~90.84% acceptance, giving Ambea control plus compulsory redemption and Humana delisting. Includes ~8.6% share dilution from the new share issue, a transformative but pre-announced deal."},"tickerRelevance":{"others":[],"primary":"AMBEA"},"globalImportance":40,"audienceRelevance":20,"eventTypeSecondary":["dilution"],"importanceComponents":{"eventStage":"completion/unconditional, not a new announcement","tickerTier":"mid-cap Nordics","eventGravity":"completed M&A (pre-announced deal closing)","marketCapAdjustment":"regional mid-cap, not a household name"}},"event_type":"m_and_a","event_type_secondary":["dilution"],"sentiment":"bullish","material_impact_score":4,"narrative":"Ambea declared its recommended public offer for Humana AB unconditional after shareholders representing 43,166,701 shares, or approximately 90.84% of outstanding Humana shares, accepted by the 30 September deadline.\n\nConsideration per Humana share is SEK 20 in cash, 0.305 Ambea shares, and one CVR instrument. To fund the share component, Ambea is transferring 5,560,658 own shares and issuing 7,605,186 new shares, diluting existing holders by approximately 8.6%.\n\nCrossing the 90% threshold lets Ambea commence compulsory redemption proceedings for remaining shares and pursue delisting of Humana from Nasdaq Stockholm; the acceptance period is extended to 14 October 2026 for remaining holders.\n\nSettlement for shares tendered in the initial period is expected on or around 8 October 2026, with the extended-period settlement around 21 October 2026.","key_figures":{"dealValueUsd":0,"sharesOffered":7605186,"customDimensions":{"dilution_pct":"8.6%","acceptance_pct":"90.84%","acceptance_shares":43166701,"ambea_shares_after_issue":87989610,"share_consideration_ratio":"0.305 Ambea shares per Humana share","extended_acceptance_deadline":"2026-10-14 15:00 CEST","cash_consideration_per_humana_share":"SEK 20"}},"named_entities":{"people":[{"name":"Mark Jensen","role":"CEO of Ambea"},{"name":"Niklas Ahlgren","role":"head of media relations"},{"name":"Sandra Uitto","role":"Fogel & Partners contact"}],"products":["CVR Instrument"],"companies":[{"name":"Ambea AB","ticker":"AMBEA","relationship":"acquirer"},{"name":"Humana AB","relationship":"target"},{"name":"DNB Carnegie Investment Bank AB (publ)","relationship":"financial advisor"},{"name":"Advokatfirman Vinge KB","relationship":"legal advisor"},{"name":"Milbank LLP","relationship":"legal advisor"},{"name":"Fogel & Partners","relationship":"PR advisor"}],"dollarAmounts":[{"amount":"SEK 20","context":"cash consideration per Humana share"},{"amount":"SEK 225,638.263434","context":"increase in Ambea share capital from new share issue"}]},"model_name":"glm-5.3-flashx","prompt_hash":"sha256:727b4b9429a443af","schema_hash":"sha256:05005c02d9cffac9","created_at":"2026-10-01T14:01:47.891Z","global_importance":40,"audience_relevance":20,"importance_components":{"eventStage":"completion/unconditional, not a new announcement","tickerTier":"mid-cap Nordics","eventGravity":"completed M&A (pre-announced deal closing)","marketCapAdjustment":"regional mid-cap, not a household name"}},"durationMs":7762,"modelName":"glm-5.3-flashx"}}