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Regulatory press release

MapsPeople A/S - Notice of extraordinary general meeting

MapsPeople
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MapsPeople A/S | Notice convening extraordinary general meeting

Company Announcement No.  13-2025

Aalborg, 2 June 2025

Extraordinary general meeting of MapsPeople A/S

The general meeting will be held on Tuesday 17 June 2025, at Accura Advokatpartnerselskab, Alexandriagade 8, 2150 Nordhavn, at 16:00 (CEST).

Agenda

  1. Proposal to authorise the Board of Directors of MapsPeople A/S (the "Company") to repurchase existing shares in the Company

Item 1: Proposal to authorise the Company to repurchase its own shares

The Board of Directors proposes to authorise the Board of Directors of the Company to repurchase shares at a maximum price of the DKK equivalent of CAD 0.1505 per share (as adjusted for any transaction-related costs to cover expenses of open market transactions), however, not to exceed DKK 0.73 per share. 

The authorisation is granted on the following terms:

  1. The authorisation is valid for a period of 10 weeks from the date of the Company's announcement that the delisting of the Company's shares from Nasdaq First North Premier Growth Market has been accepted by Nasdaq Copenhagen. 
  2. The maximum value of the treasury shares is up to DKK 13,534,870.15 (CAD 2,838,213) and no more than 18,540,918 shares of nominally DKK 0.02 each.
  3. The maximum number of shares to be repurchased by the Company as set out in (ii) represents 12.87% of the Company's share capital
  4. The minimum and maximum amounts that the company may pay as consideration for the shares are DKK 0.65 per each share and DKK 0.73 per each share, respectively.
  5. The repurchase of shares shall be carried out using the Company's free reserves that are available for distribution as dividends.

Background for the Proposal: Following the extraordinary general meeting held on 27 May 2025, wherein the shareholders approved the delisting of the Company's shares from Nasdaq First North Premier Growth Market, and with reference to company announcements no. 12-2025, 7-2025 and 8-2025, the Board of Directors has convened this extraordinary general meeting to enable the Company, for technical reasons, to place the standing purchase order referenced in the aforementioned company announcements rather than Apex Group Technologies Inc. ("Apex").

Apex has irrevocably undertaken to purchase any and all shares acquired by the Company pursuant to the repurchase of shares at a price equal to that paid by the Company and to reimburse the Company in full for any additional costs incurred in connection therewith. The repurchase of shares is to be executed solely for technical purposes, to facilitate the implementation of the standing purchase order as agreed in connection with the transactions announced in company announcement no. 7-2025. Accordingly, this arrangement does not de facto alter or modify any of the parties' obligations under the aforementioned transactions.

Procedure: To approve the proposal to authorise the Company to repurchase the shares, it must be adopted by a simple majority. 

A shareholder's right to attend the extraordinary general meeting and to vote is determined based on the shares held by such shareholder at the record date, which according to article 5.9 of the Articles of Association is one (1) week before the extraordinary general meeting. 

The record date is Tuesday, 10 June 2025.

The shares held by each shareholder are determined at 11:59 p.m. CEST on the record date based on the shareholdings registered in the share register held with Euronext Securities (VP Securities A/S) and in accordance with any notices on shareholdings received by the Company but not registered in the share register.

Adoption

The proposal on the agenda may be adopted with simple majority.

Shareholder information

At the time of issuing this notice, MapsPeople's share capital amount to nominally DKK 2,881,384.86, divided into shares of DKK 0.02 each or multiples thereof. Each share of DKK 0.02 represents one vote at the general meeting.

All documents to be presented at the general meeting are available on MapsPeople's website.

Shareholders may submit written questions to the Company's management prior to the general meeting regarding the agenda items. Questions should be sent via email to GeneralMeeting@mapspeople.com. 

Shareholders may also ask the Company's management questions orally during the actual general meeting.

From the date of this notice, the following material will be available on the Company's website:

  • This notice convening the general meeting
  • Information on the total number of shares and votes as of the date of the notice (included herein)
  • The documents to be presented at the general meeting, as relevant
  • The agenda and complete proposals (included herein), and
  • Proxy and postal voting forms.

Record date, attendance and voting rights

A shareholder's right to attend and vote at the general meeting is determined based on the number of shares that the shareholder is registered for or has notified for registration in the shareholder register on the record date, as specified in article 5.9 of the Articles of Association. The record date is Tuesday, 10 June 2025.

Admission card

To be able to attend the general meeting and exercise their rights, a shareholder must have timely requested an admission card, which must be presented at the entrance to the general meeting. The same requirement applies to proxies and any accompanying advisors, who must also be able to present proper identification.

Admission cards (including for proxies and companions) must be ordered no later than on Friday 13 June  2025 at 11.59 p.m. (CEST), in one of the following ways:

Please note that admission cards will only be sent by email and will not be sent by regular mail. The admission cards ordered will be sent to the email address provided in connection with registration. Admission cards must be printed and brought to the general meeting, where ballot papers will be handed out at the entrance in connection with registration of attendance.

Proxy

Shareholders have the option of giving a proxy to MapsPeople's Board of Directors to vote on their behalf. Alternatively, shareholders may be represented at the general meeting by proxy. 

Proxies may be given in one of the following ways:

Proxies must be received by MapsPeople no later than on Friday 13 June  2025 at 11.59 p.m. (CEST).

Proxies must be able to present admission cards and proper identification at the entrance as a condition for gaining access and being able to vote at the General Meeting.

Postal vote

Shareholders also have the option to vote by mail. Postal votes can be given in one of the following ways:

Shareholders may either vote by proxy (as mentioned above) or postal vote, but not both. Postal votes - unlike proxies - cannot be revoked.

Postal votes must be received by MapsPeople no later than on Friday 13 June  2025 at 11.59 p.m. (CEST).

Personal data - GDPR

For information on how MapsPeople A/S collects, processes, and protects personal data, reference is made to the company's information sheet on personal data protection. which is available on the company's website www.mapspeople.com.

2 June 2025

MapsPeople A/S

The Board of Directors

FURTHER INFORMATION

MapsPeople A/S

Morten Brøgger, CEO 

Mobile (+45) 31 23 48 72 

Email mobr@mapspeople.com  

Stigsborgvej 60, 9400 Nørresundby 

Denmark

Certified Advisor

Grant Thornton

Lautrupsgade 11

2100 Copenhagen Ø

Denmark

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