Amendment of share buyback program

Better Collective A/S has announced an amendment to its share buyback program, originally set for a maximum of €40 million, to allow for pro rata participation by its two largest shareholders, J. Søgaard Holding ApS and Chr. Dam Holding ApS. This adjustment permits these shareholders to sell shares up to a combined €30 million under the program, which is scheduled to run from March 5, 2026, to March 3, 2027. The primary objectives of this buyback initiative include covering future acquisition obligations, fulfilling long-term incentive (LTI) program commitments, and optimizing the company's capital structure. The company has appointed Nordea Bank Abp as the lead manager for this program, which will execute purchases on Nasdaq Copenhagen and/or Nasdaq Stockholm.

The decision to amend the buyback program follows the annual general meeting held on March 24, 2026, where the authorization to acquire treasury shares was renewed. This program will allow Better Collective to repurchase shares up to 10% of its outstanding share capital, with the total purchases capped at €40 million or its equivalent in Danish or Swedish Krona. Notably, the buyback will not exceed the higher of the latest independent trade price or the highest current independent bid on the trading venue where the purchase occurs. The participation of J. Søgaard Holding ApS and Chr. Dam Holding ApS will cease once the company has acquired shares worth €30 million or upon the program's termination.

From a financial perspective, the buyback program is designed to enhance Better Collective's capital structure by reducing share capital, which may lead to an increase in the relative voting rights of the co-founders, Jesper Søgaard and Christian Kirk Rasmussen, as treasury shares carry no voting rights. The co-founders have indicated that their participation in the buyback is for personal liquidity purposes and does not reflect a lack of confidence in the company's long-term strategy or value creation potential. As of the last regulatory release on March 18, 2026, Better Collective held 535,033 treasury shares, representing approximately 0.91% of its total outstanding share capital.

In terms of valuation, Better Collective's current market capitalisation has not been disclosed in the announcement. However, the share buyback program's scale and the participation of major shareholders may indicate a strong belief in the company's future prospects. The buyback program could be seen as a strategic move to enhance shareholder value, particularly if the shares are repurchased at favorable prices. The execution of the program will be closely monitored, as it may impact the company's earnings per share and overall market perception.

When assessing the funding sufficiency, it is essential to consider the potential dilution risk associated with the buyback program. While the program aims to optimize capital structure, the sale of shares by the co-founders could lead to a temporary increase in liquidity for them, but it may also raise concerns among other shareholders regarding the long-term implications of such transactions. The company has not indicated any immediate funding gaps, but the reliance on the buyback program to cover future obligations suggests that management is keen on maintaining a robust balance sheet.

In terms of execution, Better Collective's management has historically demonstrated a commitment to strategic initiatives that align with shareholder interests. The amendment to the buyback program reflects a proactive approach to capital management, although it remains to be seen how effectively the company can execute this plan within the stipulated timeframe. The next measurable catalyst for Better Collective will be the commencement of the buyback program on March 5, 2026, and the subsequent updates on share purchases and their impact on the company's financial metrics.

A specific risk arising from this announcement is the potential market perception of the buyback program. While share buybacks are generally viewed positively, the pro rata participation by major shareholders could be interpreted as a signal of their need for liquidity rather than confidence in the company's growth trajectory. This perception could lead to volatility in the stock price, particularly if the market reacts negatively to the sale of shares by the co-founders.

In conclusion, the amendment of Better Collective's share buyback program represents a moderate strategic adjustment aimed at optimizing capital structure and addressing future obligations. While the program holds the potential to enhance shareholder value, it also introduces risks related to market perception and liquidity for the co-founders. The announcement is classified as moderate in materiality, as it reflects a significant operational decision without fundamentally altering the company's valuation or risk profile at this stage.

Key insights

• ●Buyback program amended for pro rata participation by major shareholders.
• ●Total buyback capped at €40 million, running until March 2027.
• ●Potential market perception risk regarding liquidity needs of co-founders.

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