Samhällsbyggnadsbolaget i Norden AB (SBB, 0AAS) has convened an extraordinary general meeting (EGM) for 7 December 2026 in Stockholm to seek shareholder approval on a series of significant corporate actions. These include the transfer of stakes in three companies to related party PPI Public Property Invest AB, alongside a renewed proposal to buy back and redeem all outstanding D shares. The agenda reflects SBB's ongoing effort to simplify its capital structure following a failed vote on the same D share proposals at an EGM held on 23 October 2026.

Key Points

  • Samhällsbyggnadsbolaget i Norden AB (SBB, 0AAS), a Swedish property company listed on Nasdaq Stockholm
  • EGM called for 7 December 2026 to vote on asset transfers to related party PPI and a renewed D share buy-back and redemption programme
  • SBB holds approximately 35% of Preservium, 34% of Origa Care, and 31.2% of One Publicus; cash consideration in the Buy-back Offer is SEK 7.94 per D share
  • Investors should watch whether the D share proposals secure the required two-thirds majority of D shares represented, having failed this threshold in October 2026

SBB Seeks EGM Approval to Transfer Stakes in Preservium, Origa Care, and One Publicus to Related Party PPI

The EGM agenda includes shareholder resolutions to approve SBB's transfer of its stakes in three companies to PPI Public Property Invest AB, which the announcement classifies as a related party under Chapter 16a of the Swedish Companies Act. SBB holds approximately 35 per cent of Preservium Property AB, approximately 34.0 per cent of Origa Care AB, and approximately 31.2 per cent of One Publicus Fastighets AB. Each transfer requires majority support from votes cast, excluding votes held by PPI group companies and Aker ASA group companies. The board has stated it is positive towards the transactions and will publish a formal statement no later than three weeks before the meeting.

Origa Care and One Publicus Offers Carry Disclosed Cash and Share Consideration from PPI

PPI made binding offers on 14 October 2026 to acquire all shares in both Origa Care and One Publicus. The Origa Care Offer values shares at EUR 9 each, while the One Publicus Offer values shares at SEK 110 each. Each offer comprises 70 per cent newly issued PPI common shares at a subscription price of SEK 25.67 per share and 30 per cent cash. Upon full acceptance of the Origa Care Offer, cash consideration would total approximately SEK 78.1 million; upon full acceptance of the One Publicus Offer, cash consideration would amount to approximately SEK 54.5 million. The two resolutions are independent of each other.

D Share Buy-Back Offer Returns at SEK 7.94 Per Share After October 2026 Failure

SBB's board is resubmitting its proposal to buy back all 149,208,126 outstanding D shares following the October 2026 EGM, where the measure attracted 92 per cent of represented votes but failed to secure two-thirds of D shares. The renewed Buy-back Offer gives D shareholders the choice of SEK 7.94 cash per share — representing a 29.11 per cent premium to the D share closing price on 23 October 2026 — or conversion into B shares at a ratio of 1.567 new B shares per D share. The board proposes the buy-back closes no later than 28 December 2026 and completes no later than 7 January 2027.

Capital Structure Resolutions Require Two-Thirds D Share Majority; Shareholder Record Date Is 27 November 2026

All resolutions under the D share agenda item are interconnected and must pass as a single combined resolution, requiring support from two-thirds of all votes and shares represented at the meeting, as well as two-thirds of all D shares represented — the same threshold that proved unachievable in October 2026. Shareholders wishing to participate must be registered with Euroclear Nordics AB by 27 November 2026 and submit notice no later than 1 December 2026. The company's total share count stands at 1,813,043,484 shares across Class A, B, and D categories, equating to 370,284,090.3 votes in aggregate.