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The Board of Directors of Truecaller AB proposes reduction of the share capital through cancellation of repurchased shares

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Truecaller (TRUBF) will ask an Extraordinary General Meeting on 10 September 2026 to approve a reduction of share capital by cancelling 24,185,040 repurchased B shares. As of 14 August 2026, the company holds 24,185,040 B and 2,089,498 C shares, about 7.78% of total shares.

The purpose is to reduce own-share holdings and increase flexibility for buy-back programs under the existing mandate, which allows treasury shares up to 10% of outstanding shares. The board also proposes a simultaneous bonus issue to restore share capital without issuing new shares.

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Positive

  • Cancellation of 24,185,040 B shares reduces treasury share holdings
  • Current treasury share level 7.78% leaves room under 10% buy-back mandate
  • Bonus issue restores share capital without issuing any new shares

Negative

  • None.

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STOCKHOLM, Aug. 14, 2026 /PRNewswire/ -- The Board of Directors of Truecaller AB (the "Company" or "Truecaller") has decided to propose a reduction of the share capital through cancellation of own B shares. The purpose of the proposal is to reduce the number of shares in own holdings in order to give the Company greater flexibility for share buy-back programs until the 2027 Annual General Meeting.

At the 2026 Annual General Meeting, the Board of Directors was authorized to repurchase B shares until the 2027 Annual General Meeting. The authorization means that the Board of Directors may decide to repurchase B shares in such quantities that the Company's holding of its own shares does not, at any given time, exceed ten percent of the total number of outstanding shares in the Company. As of today's date, Truecaller holds 24,185,040 own B shares and 2,089,498 own C shares, corresponding to approximately 7.78 percent of the total number of shares in the Company. In order to provide greater flexibility for buy-back programs until the 2027 Annual General Meeting, the Board of Directors proposes that an Extraordinary General Meeting, to be held on 10 September 2026, resolves to reduce the share capital through the cancellation of 24,185,040 repurchased B shares. To restore the share capital after the proposed reduction, the Board of Directors also proposes that the Extraordinary General Meeting simultaneously resolves to increase the share capital through a bonus issue without the issuance of new shares. 

The complete proposals will be set out in the notice of the Extraordinary General Meeting, which will be published in a separate press release.

For more information, please contact:
Andreas Frid, Head of IR & Communication
+46 70 529 08 00
andreas.frid@truecaller.com 

About Truecaller:

Truecaller is the leading global platform for secure and reliable communication. Fraud and unwanted communication are commonplace in digital economies and emerging markets in particular. Our mission is to create reliable communication. Truecaller is a natural part of the daily communication of more than 500 million active users. Truecaller has been listed on Nasdaq Stockholm since October 8, 2021. For more information, please visit corporate.truecaller.com.

This information was brought to you by Cision http://news.cision.com

https://news.cision.com/truecaller-ab/r/the-board-of-directors-of-truecaller-ab-proposes-reduction-of-the-share-capital-through-cancellation,c4383604

The following files are available for download:

https://mb.cision.com/Main/20429/4383604/4218936.pdf

Press release - Cancellation of shares 260814

 

Cision View original content:https://www.prnewswire.com/news-releases/the-board-of-directors-of-truecaller-ab-proposes-reduction-of-the-share-capital-through-cancellation-of-repurchased-shares-302851792.html

SOURCE Truecaller AB

FAQ

What did Truecaller (TRUBF) announce on August 14, 2026 about its share capital?

Truecaller announced a board proposal to reduce share capital by cancelling repurchased B shares. According to Truecaller, the proposal will be presented to an Extraordinary General Meeting and is paired with a bonus issue to restore share capital without issuing new shares.

How many Truecaller B shares are proposed for cancellation and why?

The board proposes cancelling 24,185,040 repurchased B shares in Truecaller. According to Truecaller, reducing its holding of own shares is intended to increase flexibility for future share buy-back programs under the authorization valid until the 2027 Annual General Meeting.

When is the Truecaller Extraordinary General Meeting on the share cancellation proposal?

The Extraordinary General Meeting is planned for 10 September 2026. According to Truecaller, shareholders will vote on reducing share capital through cancellation of repurchased B shares and on a simultaneous bonus issue that restores the share capital without creating any new shares.

What percentage of its own shares does Truecaller (TRUBF) currently hold?

Truecaller currently holds 24,185,040 B shares and 2,089,498 C shares, about 7.78% of total shares. According to Truecaller, the existing buy-back authorization allows treasury holdings up to 10% of outstanding shares, framing the need for more flexibility via the proposed cancellation.

How will the bonus issue affect Truecaller’s share capital structure?

The board plans a bonus issue to restore share capital after the proposed reduction. According to Truecaller, this bonus issue would not involve issuing any new shares, so the share capital level is maintained while cancelled repurchased B shares permanently leave the company’s own holdings.

Why is Truecaller reducing its treasury shares ahead of the 2027 AGM?

Truecaller wants greater flexibility to run share buy-back programs until the 2027 Annual General Meeting. According to Truecaller, cancelling 24,185,040 repurchased B shares lowers current treasury holdings, creating more room under the existing mandate that caps own-share holdings at 10% of outstanding shares.