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Episurf Interim / Quarterly Report 2026
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Interim / Quarterly Report
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EPISURF Medical
INTERIM REPORT 1 JANUARY - 31 MARCH 2026
"The first quarter of 2026 marked the beginning of Episurf's transformation into a cash flow-oriented property company. During the quarter, property acquisitions were completed at an underlying property value of approximately SEK 270m, constituting the first step in the ambition to build a larger Nordic property platform focused on stable cash flows and high yield." says Jens Andersson, CEO, Episurf Medical.
The period in brief
On February 10, the general meeting approved that Episurf Medical AB acquires all shares in Frusipe Intressenter Target 1 AB. The transaction is reported as a reverse acquisition in accordance with IFRS 3 Business Combinations, which means that in the actual consolidation in the group accounts, the subsidiary EPI Logistik 3 AB is treated as the accounting acquirer as if it were the parent company.
First quarter 2026 compared to 2025, Group
- Group net sales amounted to SEK 8.8m (2.5)
- Loss for the period amounted to SEK -26.9m (1.5)
- Loss per share amounted to SEK -0.01 (-0.00)
Significant events during the first quarter 2026
- On January 26, it was announced that Episurf has entered into an agreement to acquire a property portfolio with an underlying property value of SEK 897m from KlaraBo AB. The properties generate annual rental income of approximately SEK 73.4m. The total rental value amounts to approximately SEK 83m
- On February 10, it was announced that the extraordinary general meeting decided, in accordance with the board's proposal, to approve the acquisition of the company Frusipe Intressenter Target 1 AB, which holds a portfolio of assets consisting of properties and bonds, for a preliminary purchase price of up to SEK 1,147m. At the same time, a decision was made to amend the articles of association, and Jens Andersson was elected as a new board member for the period up to the end of the next annual general meeting. As previously announced, board member Christian Krüeger has vacated his position in connection with the extraordinary general meeting
- Jens Andersson is announced to assume the position of CEO as of February 11 and Sanja Batljan as CFO. In connection with this, the previous CFO Pål Ryfors left the company
- On February 23, it was announced that 450,494,390 warrants of series TO14 B had been exercised for the subscription of an equal number of new B shares, corresponding to an exercise rate of approximately 89.5 percent
- On February 14, the board, according to authorization, decided on the issuance of B shares, convertibles convertible into B shares, and warrants that can be used for the subscription of B shares, to Frusipe Intressenter Holding AB, as part of the consideration to be paid for the acquisition
Significant events after the quarter
- On April 2, it was announced that Episurf has entered into an agreement to acquire a real estate portfolio with an underlying property value of SEK 697m from Mofast AB. The properties generate annual rental income of approximately SEK 65.6m
- On April 13, it was announced that the extraordinary general meeting decided, in accordance with the board's proposal, on two amendments to the articles of association regarding the limits of the share capital and the number of shares, in order to enable the issues that the board intends to decide on under the authorization to complete the acquisition of Frusipe Intressenter Target 1 AB from Frusipe Intressenter Holding AB
- On April 17, the board, pursuant to authorization, decided on the issuance of B shares, convertibles convertible into B shares, and subscription warrants that can be used to subscribe for B shares, to Frusipe Intressenter Holding AB, as part of the consideration to be paid for the acquisition
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EPISURE
INTERIM REPORT 1 JANUARY – 31 MARCH 2026
- On April 20, it was announced that the board had decided to instruct the CEO to lead the strategic review process with a focus on dual-track regarding the medical technology business
- As a further step in the payment of the consideration to be made for the acquisition, Episurf’s board of directors, on April 23, decided, with the support of the authorization from the extraordinary general meeting on April 13, 2026, to issue an additional 375,466,223 B shares
- On May 5, it was announced that Episurf has entered into a letter of intent to acquire four real estate portfolios with a total property value of approximately SEK 2.6 billion
- On May 11, it was announced that Episurf acquires a property portfolio with an agreed property value of SEK 845m from Botrygg as part of the previously announced letter of intent regarding 2.6 billion
- On May 18, Episurf took possession of a property portfolio from Mofast
EPISURE
INTERIM REPORT 1 JANUARY - 31 MARCH 2026
Dear shareholders,
The first quarter of 2026 marked the beginning of Episurf's transformation into a cash flow-oriented property company. During the quarter, property acquisitions were completed at an underlying property value of approximately SEK 270 million, constituting the first step in the ambition to build a larger Nordic property platform focused on stable cash flows and high yield.
Following the end of the quarter, the Mofast portfolio has also been closed, while the portfolios from Västra Hamnen in Hudiksvall and
Klarabo have been signed but not yet closed. Botrygg, which was included among the four letters of intent communicated by the company on 5 May, has progressed to a signed agreement. In total, signed, not yet closed acquisitions amount to an underlying property value of approximately SEK 2.2 billion. In addition, letters of intent remain in place for further transactions corresponding to approximately SEK 1.8 billion. We see that the market continues to offer attractive opportunities in segments where the capital market remains selective and where our in-kind consideration structure provides us with a competitive advantage.
The target for the property operations in 2026 is to complete transactions corresponding to approximately SEK 10 billion in underlying property value. With over SEK 3 billion signed in five months, and with the intention to increase both pace and transaction size during the remainder of the year, the target is within reach given the right conditions. The outcome will be influenced by the availability of suitable assets, credit market conditions and banks' capacity to finance transactions as they are executed.
The interest rate environment and the geopolitical landscape continue to be characterized by uncertainty, affecting both capital markets and the broader economy. We deliberately acquire assets with high yield and stable demand, in segments where cash flows are robust enough to sustain even higher financing costs over time. We are realistic about the fact that our financing costs will initially be higher than those of more established property companies. However, we expect this to improve as the portfolio grows and additional quarters of stable earnings can be reported.
In parallel, work within the medtech operations continues. After the end of the quarter, the company communicated updates regarding the operations, and we continue to work actively on streamlining the cost base while implementing price adjustments in certain markets to strengthen margins. The objective is to create the best possible conditions for both business segments during the ongoing transformation phase.
We enter the remainder of 2026 with a high level of activity, a growing transaction pipeline, and a clear ambition to build a long-term value-creating company with strong cash flows and significant net asset values.
Stockholm May 2026
Jens Andersson, CEO
EPISURE
INTERIM REPORT 1 JANUARY - 31 MARCH 2026
SEGMENT
OPERATIONAL RESTRUCTURING
Since the end of 2025, Episurf Medical has broadened its operations through the acquisition of commercial and residential properties. This business has since grown in scope and constitutes a new line of business. The real estate and medical operations have been run side by side within the company, and a strategic review of the legal structure has been initiated.
REAL ESTATE OPERATIONS
Owner and manager of commercial and residential properties.
MEDICAL ACTIVITIES
Offers people with painful joint injuries a more active and healthier life through tailored treatment options. We place the patient at the center of the design of implants and surgical instruments. By combining advanced 3D imaging technology with the latest manufacturing techniques, we not only customize each implant but also the surgical instruments to the patient's unique injury and anatomy. As of the reporting date, 2,891 implants have been implanted. The United States Patent and Trademark Office (USPTO) has announced its intention to grant Episurf a new patent. The FDA 510(k) process for US market approval of the Episealer® MTP big toe implant is still ongoing, and the company hopes for approval during the second quarter of 2026.
Development January-March 2026
REAL ESTATE OPERATIONS
As of March 31, 2026, Episurf Medical owned 4 investment properties with a value of SEK 270m. Rental income amounted to SEK 5.2m and the total leasable area to 11,046 square meters.
Revenues SEK 5.2m (2.5)
Operating costs SEK -1.7m (-0.6)
Operating result SEK 3.5m (1,9)
MEDICAL ACTIVITIES
Revenues SEK 3.0m (4.0)
Operating costs SEK -12.8m (-20.7)
Operating result SEK -9.8m (-16.7)
Revenue per segment
EPISURE
INTERIM REPORT 1 JANUARY – 31 MARCH 2026
FINANCIAL INFORMATION
Group development
Total revenues
First Quarter 1 January - 31 March 2026
The total revenues for the first quarter amounted to SEK 8.8m (2.5), an increase with 252 percent in comparison the same period last year. The property business generated rental revenues of SEK 5.2m (2.5) during the quarter. The revenues from the medtech business amounted to SEK 3.0m.
Earnings
The Groups operating loss was SEK -24.9m compared to SEK 1.5m during the same period last year. Employee costs was SEK 4.2m (0.0). The property costs was SEK -1.5m (-0.6). Other external costs impacted the result with SEK -24.7m (-0.3). The majority of the costs relates to transaction costs. This implies that the transaction costs related to the acquisition together with the loss from the medical business had a strong negative impact on the result.
Cash flow and financial position
Group cash and cash equivalents at end of period amounted to SEK 12.2m (5.7). The equity ratio was 76.8% (32.7). Group investments in intangible assets amounted to SEK -1.1m (0,0) for the quarter and investments in tangible assets amounted to SEK -0.2m (0,0).
Parent company
The parent company's loss before tax amounted to SEK -12.5m (-9.8) for the quarter. The parent company has during the fourth quarter and the year written-down the value of shares in group companies by SEK -3.9m (0.0).
Human resources
Number of employees in the Group at end of the period was 21 (0).
Transactions with closely related parties
Shareholder and Board member Leif Ryd has received consulting fees for ongoing work as well as work for the Clinical Advisory Board during the period of SEK 0.1m (0.0).
Warrants TO14B
Episurf has during the third quarter of 2025 carried out an issue of units consisting of shares of series B and warrants of series TO14 B ("Units") with preferential rights for existing shareholders and a subsequent set-off issue of Units to guarantors in the rights issue. The period for exercising warrants of series TO14 B to subscribe for shares ran from and including 9 February 2026 up to and including 20 February 2026. In total, 450,494,390 warrants of series TO14 B were exercised for subscription of the same number of new shares of series B, corresponding to an exercise rate of approximately 89.5 percent. Through the exercised warrants, Episurf will thus receive MSEK 13.5 before costs attributable to the rights issue.
Warrants and employee stock options
For more information about staff option programs, see Episurf's Annual Report 2024 note 9 and note 2 below.
EPISURE
INTERIM REPORT 1 JANUARY – 31 MARCH 2026
Sustainability-related risks
Episurf strives towards continuous evaluation of sustainability-related risks and their impact on the Group’s operations and earnings. Episurf’s opinion is that this work will increase in importance, and the work could include, among other things, materiality analyses, monitoring of targets and commitments and by auditing various units within the company. The Group works towards having an established governance structure that involves both company management and the Board, and aims at continuously improving the company’s sustainability activities and minimizing associated risks.
Cyber security
Cyber security has become a significant threat in society and for Episurf, which is dependent on IT. The company continuously performs work to ensure that the company is well prepared to counter cyber attacks and other types of intrusion.
Rounding
Due to rounding, the sum of numbers may differ.
EPISURF
INTERIM REPORT 1 JANUARY - 31 MARCH 2026
Share information
There are two types of shares in Episurf Medical, Class A and Class B. Each Class A-share carries three votes and entitles the holder to three votes at the General Meeting, and each class B-share carries one vote and entitles the holder to one vote at the General Meeting. Class B shares have been traded on Nasdaq Stockholm's Small Cap segment since 11 June 2014 with the ticker EPIS B.
31 March 2026
| A-shares | 473,357 |
|---|---|
| B-shares | 2,810,021,033 |
| Total number of shares | 2,810,494,390 |
| Total number of votes | 2,811,441,104 |
The following table notes the ten largest shareholders based on information available as of March 31, 2026:
| Name | No, Of A-shares | No. Of B-shares | Share capital in % | Voting rights % |
|---|---|---|---|---|
| Ilija Batljan, direct and indirect | - | 582 120 133 | 20,7 | 20,7 |
| Torvinge Fastigheter AB | - | 219 302 400 | 7,8 | 7,8 |
| SIX SIS AG, W8IMY | - | 125 088 611 | 4,5 | 4,4 |
| Försäkringsaktiebolaget Avanza Pension | - | 122 995 130 | 4,4 | 4,4 |
| Jens Andersson | - | 111 548 149 | 4,0 | 4,0 |
| Estben Holding AB | - | 111 517 333 | 4,0 | 4,0 |
| Nordnet Pensionsförsäkring AB | - | 107 900 046 | 3,8 | 3,8 |
| Ålandsbanken Abp (Finland), svensk filial | - | 62 924 355 | 2,2 | 2,2 |
| Nyve Per | - | 51 065 054 | 1,8 | 1,8 |
| Sveanord Invest AB | - | 44 606 933 | 1,6 | 1,6 |
| Total, 10 largest shareholders | - | 1 539 068 144 | 54,8 | 54,7 |
| Summary, other | 473 357 | 1 270 952 889 | 45,2 | 45,3 |
| Total | 473 357 | 2 810 021 033 | 100,0 | 100,0 |
OTHER INFORMATION
Significant risks and uncertainty factors
The significant risks for Episurf's real estate segment, focused on commercial and residential properties, relate primarily to risks caused by the general economic situation as well as financial risks. The financial risks include increased interest costs, refinancing of existing loans, and the possibility of taking out new loans. There is also a valuation risk where potential changes in required returns can negatively affect the property value. The majority of loans have interest rate adjustments at intervals of three months. The current interest rate situation is considered manageable. Furthermore, it is not possible to reliably comment on the terms of future financing. The cooperation with lending institutions is good, and refinancing of existing loans is ongoing. The financial risk is considered relatively low. Operational risks are considered relatively limited and consist mainly of increased cost levels, damage to properties, and the risk of tenants declaring bankruptcy. The group's largest tenant accounts for approximately 26 percent of the revenues. There is a risk with such a concentration of revenues among a few tenants, as the loss of a single tenant has a significant financial impact.
Episurf Medical's material business risks, for the Group as well as for the Parent Company, are to obtain regulatory approval and market acceptance, the outcome of clinical studies, the ability to protect intellectual property rights, the possibility to obtain the correct reimbursement for the Group's products and dependence on key personnel and partners. The Company does not see any new material risks for the upcoming three months. For a more detailed description of significant risks and uncertainties, refer to Episurf Medical's annual report.
EPISURE
INTERIM REPORT 1 JANUARY – 31 MARCH 2026
The Board of Directors and the CEO hereby give their assurance that the year-end report gives a true and fair view of the business activities, financial position and results of operations for the Group and Parent Company, and describes significant risks and uncertainty factors to which the Parent Company and the companies included in the Group are exposed.
Stockholm, 25 May 2026
Ulf Grunander
Board chairman
Leif Ryd
Board member
Lars Lönnquist
Board member
Jens Andersson
CEO and Board member
The information in this interim report has not been reviewed by the company's auditor.
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EPISURE
INTERIM REPORT 1 JANUARY – 31 MARCH 2026
CONSOLIDATED INCOME STATEMENT
| mSEK | Note | Jan-Mar 2026 | Jan-Mar 2025 |
|---|---|---|---|
| Operating income | |||
| Net sales | 3,0 | 0,0 | |
| Rental and service income | 5,2 | 2,5 | |
| Capitalised development expenditure | 0,1 | 0,0 | |
| Other operating income | 0,4 | 0,0 | |
| Total income | 8,8 | 2,5 | |
| Operating expenses | |||
| Merchandise | -1,9 | 0,0 | |
| Property costs | -1,5 | -0,6 | |
| Other expenses | -0,2 | 0,0 | |
| Other external costs | -24,7 | -0,3 | |
| Personnel costs | 2 | -4,2 | 0,0 |
| Depreciation and write-down of equipment and non-current assets | -1,2 | -0,0 | |
| Total operating expenses | -33,6 | -1,0 | |
| Operating loss | -24,9 | 1,5 | |
| Financial items | |||
| Financial income, other | 3,0 | 0,0 | |
| Financial expenses, other | -4,9 | -0,0 | |
| Results from net financial items | -1,9 | 0,0 | |
| Loss before tax | -26,8 | 1,5 | |
| Tax on income for the period | -0,1 | -0,0 | |
| Loss for the period | -26,9 | 1,5 | |
| Net loss attributable to: | |||
| Parent company shareholders | -26,9 | 1,5 | |
| Earnings per share before dilution, SEK | -0,01 | 0,00 | |
| Average number of shares | 1 963 496 677 | 700 238 622 |
REPISURF
INTERIM REPORT 1 JANUARY - 31 MARCH 2026
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
| mSEK | Note | Jan-Mar 2026 | Jan-Mar 2025 |
|---|---|---|---|
| Net profit (loss) | -26,9 | 1,5 | |
| Other comprehensive income for the period: | |||
| Other comprehensive income that may be reclassified subsequently to profit or loss for the period, net of tax | 0,3 | 0,0 | |
| Total comprehensive income (loss) for the period | -26,6 | 1,5 | |
| The period’s loss and comprehensive income attributable to | |||
| Owners of the parent | -26,6 | 1,5 |
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EPISURE
INTERIM REPORT 1 JANUARY - 31 MARCH 2026
CONDENSED CONSOLIDATED BALANCE SHEET
| mSEK | Note | 31 Mar 2026 | 31 Mar 2025 | 31 Dec 2025 |
|---|---|---|---|---|
| ASSETS | ||||
| Non-current assets | ||||
| Intangible fixed assets | ||||
| Goodwill | 4 | 22,0 | 0,0 | 0,0 |
| Capitalised development costs | 3 | 27,2 | 0,0 | 0,0 |
| Patents | 3 | 10,2 | 0,0 | 0,0 |
| Total intangible fixed assets | 59,4 | 0,0 | 0,0 | |
| Equipment and right-of use asset | ||||
| Investment properties | 265,8 | 108,0 | 160,7 | |
| Right-of-use assets | 4,9 | 0,0 | 0,0 | |
| Equipment | 0,4 | 0,0 | 0,0 | |
| Total equipment and right-of-use asset | 271,1 | 108,0 | 160,8 | |
| Financial assets | ||||
| Non current receiveables | 350,0 | 0,0 | 0,0 | |
| Total Financial assets | 350,0 | 0,0 | 0,0 | |
| Total non-current assets | 680,4 | 108,0 | 160,8 | |
| Current assets | ||||
| Deferred tax | 0,0 | 0,0 | 0,0 | |
| Inventories | 2,7 | 0,0 | 0,0 | |
| Trade receivables | 7,3 | 0,4 | 2,5 | |
| Other receivables | 1,5 | 0,2 | 0,5 | |
| Deferred expenses and accrued income | 17,9 | 0,1 | 0,2 | |
| Cash | 12,2 | 5,7 | 2,4 | |
| Total current assets | 41,6 | 6,4 | 5,6 | |
| TOTAL ASSETS | 722,0 | 114,4 | 166,3 |
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EPISURE
INTERIM REPORT 1 JANUARY - 31 MARCH 2026
CONDENSED CONSOLIDATED BALANCE SHEET
| mSEK | Note | 31 Mar 2026 | 31 Mar 2025 | 31 Dec 2025 |
|---|---|---|---|---|
| EQUITY AND LIABILITIES | ||||
| Equity | 554,4 | 37,5 | -9,1 | |
| Liabilities | ||||
| Non-current liabilities | ||||
| Non-current liabilities | 44,1 | 74,7 | 0,0 | |
| Non-current lease liability | 1,4 | 0,0 | 0,0 | |
| Total long-term liabilities | 45,4 | 74,7 | 0,0 | |
| Current liabilities | ||||
| Deferred tax | 8,9 | 0,0 | 8,8 | |
| Trade payables | 55,2 | 0,2 | 1,0 | |
| Current lease liability | 2,9 | 0,0 | 0,0 | |
| Other liabilities | 45,0 | 0,0 | 162,6 | |
| Accrued liabilities and deferred income | 10,2 | 2,0 | 3,0 | |
| Total current liabilities | 122,2 | 2,2 | 175,4 | |
| Total liabilities | 167,6 | 76,9 | 175,4 | |
| TOTAL EQUITY AND LIABILITIES | 722,0 | 114,4 | 166,3 | |
| Equity ratio | 76,8% | 32,7% | (5,5%) | |
| Equity per share, SEK | 0,20 | 0,05 | -0,01 |
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EPISURE
INTERIM REPORT 1 JANUARY - 31 MARCH 2026
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Attributable to equity holders of the parent
| mSEK | Share capital | Other contributed capital | Reserves | Accumulated deficit incl. loss for the year | Total equity |
|---|---|---|---|---|---|
| Opening equity January 1, 2025 | 1,4 | 0,4 | 34,2 | 36,0 | |
| Total comprehensive income for the year | 1,5 | 1,5 | |||
| Other comprehensive income | 0,0 | 0,0 | |||
| Total comprehensive income | 1,5 | 1,5 | |||
| Transactions with shareholders | |||||
| Total transactions with shareholders | 0,0 | 0,0 | 0,0 | 0,0 | |
| Closing equity March 31, 2025 | 1,4 | 0,4 | 0,0 | 35,6 | 37,5 |
| Opening equity January 1, 2026 | 0,0 | 62,8 | 0,0 | -71,9 | -9,1 |
| Total comprehensive income for the year | -26,9 | -26,9 | |||
| Other comprehensive income | 0,3 | 0,3 | |||
| Total comprehensive income | 0,3 | -26,9 | -26,6 | ||
| Transactions with shareholders | |||||
| Shareholder contribution | 519,8 | 519,8 | |||
| Reversed acquisition | 23,6 | 42,8 | 66,4 | ||
| New share issue | 4,5 | 9,0 | 13,5 | ||
| Issue expenses | 0,0 | -9,7 | -9,7 | ||
| Warrants issued to staff | 0,1 | 0,1 | |||
| Total transactions with shareholders | 28,1 | 561,9 | 0,1 | 590,1 | |
| Closing equity March 31, 2026 | 28,1 | 624,8 | 0,3 | -98,7 | 554,4 |
图
EPISURE
INTERIM REPORT 1 JANUARY - 31 MARCH 2026
CONSOLIDATED CASH FLOW STATEMENT
| mSEK | Note | Jan-Mar 2026 | Jan-Mar 2025 |
|---|---|---|---|
| Operating activities | |||
| Operating loss | -24,9 | 1,5 | |
| Adjustments for items not included in cash flow | |||
| Depreciation | 1,2 | 0,0 | |
| Realization result | 0,0 | 0,0 | |
| Other | 0,1 | 0,0 | |
| Employee stock option expenses | 0,0 | 0,0 | |
| Interest received | 3,0 | 0,0 | |
| Interest paid | -4,9 | -0,0 | |
| Paid tax | -0,3 | -0,3 | |
| Cash flow from current operations before change in working capital | -25,8 | 1,2 | |
| Change in working capital | |||
| Decrease/increase in inventory | 0,6 | 0,0 | |
| Decrease/increase in trade receivables | 1,8 | 0,4 | |
| Decrease/increase other current assets | -15,2 | 0,1 | |
| Change in tax liability | -0,0 | 0,0 | |
| Decrease/increase in trade payables | 49,2 | -0,1 | |
| Decrease/increase in correct liabilities | 0,9 | -0,1 | |
| Change in working capital | 37,3 | 0,4 | |
| Cash flow from operating activities | 11,5 | 1,6 | |
| Investing activities | |||
| Investments in tangible assets | -0,2 | 0,0 | |
| Investment in intangible assets | -1,1 | 0,0 | |
| Investment in subsidiaries | -3,2 | 0,0 | |
| Cash flow from investing activities | -4,5 | 0,0 | |
| Financing activities | |||
| New debt | 44,1 | 0,0 | |
| Amortisation of debt | -44,2 | -0,7 | |
| Amortisation of lease debt | -1,0 | 0,0 | |
| New share issue | 13,5 | 0,0 | |
| Issue expenses | -9,7 | 0,0 | |
| Cash flow from financing activities | 2,7 | -0,7 | |
| Cash flow for the period | 9,8 | 0,9 | |
| Cash and cash equivalents at beginning of period | 2,4 | 4,8 | |
| Exchange rate differences in cash | 0,0 | 0,0 | |
| Cash and cash equivalents at end of period | 12,2 | 5,7 |
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EPISURE
INTERIM REPORT 1 JANUARY - 31 MARCH 2026
INCOME STATEMENT, PARENT COMPANY
| mSEK | Note | Jan-Mar 2026 | Jan-Mar 2025 |
|---|---|---|---|
| Operating income | |||
| Net sales | 0,3 | 0,3 | |
| Capitalised development expenditure | 0,9 | 2,2 | |
| Total income | 1,2 | 2,5 | |
| Operating costs | |||
| Other external expenses | -5,1 | -6,0 | |
| Personnel costs | -4,0 | -5,9 | |
| Amortisation of intangible assets and depreciation of property, plant and equipment | -0,6 | -0,7 | |
| Total operating costs | -9,7 | -12,6 | |
| Operating loss | -8,5 | -10,1 | |
| Financial items | |||
| Write-downs of financial fixed assets and short-term investments | -3,9 | - | |
| Financial income, other | 0,0 | 0,2 | |
| Financial expenses, other | -0,1 | - | |
| Results from net financial items | -4,0 | 0,2 | |
| Loss before tax | -12,5 | -9,8 | |
| Tax on income for the period | - | - | |
| Loss at end of the period | -12,5 | -9,8 |
PARENT COMPANY STATEMENT OF COMPREHENSIVE INCOME
| mSEK | Note | Jan-Mar 2026 | Jan-Mar 2025 |
|---|---|---|---|
| Net profit | -12,5 | -9,8 | |
| Other comprehensive income for the period: | |||
| Other comprehensive income for the period, net of tax | - | - | |
| Total comprehensive income for the period | -12,5 | -9,8 |
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EPISURE
INTERIM REPORT 1 JANUARY - 31 MARCH 2026
CONDENSED BALANCE SHEET, PARENT COMPANY
| mSEK | Note | 31 Mar 2026 | 31 Mar 2025 | 31 Dec 2025 |
|---|---|---|---|---|
| ASSETS | ||||
| Fixed assets | ||||
| Intangible fixed assets | ||||
| Capitalised development costs | 3 | 27,2 | 25,4 | 26,9 |
| Total intangible fixed assets | 27,2 | 25,4 | 26,9 | |
| Financial assets | ||||
| Shares in group companies | 993,3 | 80,0 | 12,3 | |
| Long-term receivables from group companies | 16,2 | 7,9 | 14,0 | |
| Total financial assets | 1 009,5 | 87,9 | 26,3 | |
| Total fixed assets | 1 036,7 | 113,3 | 53,1 | |
| Current assets | ||||
| Short term receivables | ||||
| Trade receivables | 0,1 | - | 0,0 | |
| Other receivables | 5,9 | 0,3 | 0,2 | |
| Prepaid expenses and accrued income | 13,2 | 1,7 | 0,7 | |
| Total short term receivables | 19,1 | 2,1 | 1,0 | |
| Cash | 4,5 | 27,0 | 4,4 | |
| Total current assets | 23,6 | 29,1 | 5,4 | |
| TOTAL ASSETS | 1 060,3 | 142,4 | 58,6 |
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EPISURE
INTERIM REPORT 1 JANUARY - 31 MARCH 2026
CONDENSED BALANCE SHEET, PARENT COMPANY
| mSER | Note | 31 Mar 2026 | 31 Mar 2025 | 31 Dec 2025 |
|---|---|---|---|---|
| EQUITY AND LIABILITIES | ||||
| Equity | 515,2 | 134,0 | 54,9 | |
| Liabilities | ||||
| Non-current liabilities | ||||
| Non-current liabilities to group companies | 420,8 | 0,5 | 0,7 | |
| Total long-term liabilities | 420,8 | 0,5 | 0,7 | |
| Current liabilities | ||||
| Trade payables | 40,9 | 1,8 | 1,0 | |
| Other liabilities | 70,7 | 1,0 | 0,5 | |
| Accrued liabilities and deferred income | 12,7 | 5,0 | 1,4 | |
| Total current liabilities | 124,3 | 7,9 | 2,9 | |
| Total liabilities | 545,1 | 8,4 | 3,6 | |
| TOTAL EQUITY AND LIABILITIES | 1 060,3 | 142,4 | 58,6 |
图
EPISURE
INTERIM REPORT 1 JANUARY - 31 MARCH 2026
STATEMENT OF CHANGES IN EQUITY, PARENT COMPANY
| mSEK | Share capital | Development Share | Loss brought forward | Loss for the period | Total equity | |
|---|---|---|---|---|---|---|
| fund | un reserve | |||||
| Opening equity January 1, 2025 | 6,5 | 23,9 | 831,7 | -516,8 | -201,7 | 143,6 |
| Loss for the year | -9,8 | -9,8 | ||||
| Disposition according to AGM | ||||||
| Loss brought forward | -201,7 | 201,7 | - | |||
| Development fund | 1,5 | -1,5 | - | |||
| Total comprehensive loss for the period | 1,5 | -203,2 | 191,9 | -9,8 | ||
| Transactions with shareholders | ||||||
| Conversion of warrants* | 0,0 | 0,3 | 0,3 | |||
| Total transactions with shareholders | 0,0 | 0,3 | 0,3 | |||
| Closing equity March 31, 2025 | 6,5 | 25,4 | 832,0 | -720,0 | -9,8 | 134,0 |
| Opening equity January 1, 2026 | 16,6 | 26,9 | 843,9 | -721,6 | -110,8 | 54,9 |
| Loss for the year | -12,5 | -12,5 | ||||
| Disposition according to AGM | ||||||
| Loss brought forward | -110,8 | 110,8 | - | |||
| Development fund | 0,3 | -0,3 | - | |||
| Total comprehensive loss for the period | 0,3 | -111,2 | 98,4 | -12,5 | ||
| Transactions with shareholders | ||||||
| Issued warrants (4,217,502,755) | 87,4 | 87,4 | ||||
| Issued Warrants | 350,0 | 350,0 | ||||
| Issue expenses | -8,7 | -8,7 | ||||
| New share issue, net after issue expenses | 7,0 | 24,5 | 31,5 | |||
| Conversion of warrants | 4,5 | 9,0 | 13,5 | |||
| Issue expenses | -1,0 | -1,0 | ||||
| Total transactions with shareholders | 11,5 | 461,2 | 472,7 | |||
| Closing equity March 31, 2026 | 28,1 | 27,2 | 1 305,0 | -832,7 | -12,5 | 515,2 |
- Issue expenses amounts to SEK 0.0m.
6
EPISURE
INTERIM REPORT 1 JANUARY - 31 MARCH 2026
CASH FLOW STATEMENT, PARENT COMPANY
| mSEK | Note | Jan-Mar 2026 | Jan-Mar 2025 |
|---|---|---|---|
| Current operations | |||
| Operating loss | -8,5 | -10,1 | |
| Adjustments for items not included in cash flow | |||
| Depreciation | 0,6 | 0,7 | |
| Interest received | 0,0 | 0,1 | |
| Interest paid | -0,1 | 0,1 | |
| Paid income tax | -0,0 | 0,0 | |
| Cash flow from current activities before changes in working capital | -8,1 | -9,2 | |
| Changes in working capital | |||
| Decrease/increase in current receivables | -17,1 | -0,5 | |
| Decrease/increase in current liabilities | 18,6 | -0,4 | |
| Total changes in working capital | 1,5 | -0,9 | |
| Cash flow from operating activities | -6,6 | -10,1 | |
| Cash flow from investing activities | |||
| Acquisition of intangible assets | -0,9 | -2,2 | |
| Investments in subsidiaries | -1,0 | 0,0 | |
| Shareholder contribution | 0,0 | -14,0 | |
| Repaid group companies | 0,0 | 14,7 | |
| Loan group companies | -3,9 | -5,4 | |
| Cash flow from investing activities | -5,8 | -6,9 | |
| Cash flow from financing activities | |||
| New share issue | 0,0 | - | |
| Issue expenses | -1,0 | - | |
| Conversion warrants | 13,5 | 0,3 | |
| Cash flow from financing activities | 12,5 | 0,3 | |
| Cash flow for the period | 0,1 | -16,7 | |
| Cash and cash equivalents at beginning of period | 4,4 | 43,7 | |
| Cash and cash equivalents at end of period | 4,5 | 27,0 |
REPISURF
INTERIM REPORT 1 JANUARY – 31 MARCH 2026
NOTES
Note 1 Accounting policies
The interim report for the Group has been prepared in accordance with IAS 34 Interim Reports and the Annual Accounts Act. The parent company has prepared its interim report in accordance with the Annual Accounts Act and the Swedish Financial Reporting Council’s recommendation RFR 2 Accounting for legal entities.
The Group’s accounting policies are unchanged from previous year and these correspond with the accounting principles that were used in the preparation of the most recent Annual Report. Information according to IAS 34.16A is included in these financial statements and related notes as well in other parts of this interim report.
Note 2 Changes in outstanding stock options
| Changes in outstanding stock options of series 2023/2026 | 31 Mar 2026 | 31 Dec 2025 |
|---|---|---|
| Opening balance | 2 024 596 | 2 418 835 |
| Expired | 0 | -394 239 |
| Amount at end of period | 2 024 596 | 2 024 596 |
| Changes in outstanding stock options of series 2022/2025 | 31 Mar 2026 | 31 Dec 2025 |
| --- | --- | --- |
| Opening balance | 1 187 498 | 1 456 340 |
| Expired | 0 | -268 842 |
| Amount at end of period | 1 187 498 | 1 187 498 |
6
EPISURE
INTERIM REPORT 1 JANUARY - 31 MARCH 2026
Note 3 Intangible assets
| Patents, mSEK | 31 Mar 2026 | 31 Dec 2025 |
|---|---|---|
| Opening cost | 37,5 | 0,0 |
| Purchases | 0,3 | 0,0 |
| Sales and disposals | -0,1 | 0,0 |
| Closing accumulated cost | 37,7 | 0,0 |
| Opening depreciation | -27,3 | 0,0 |
| The period's depreciation | -0,2 | 0,0 |
| Sales and disposals | 0,0 | 0,0 |
| Closing accumulated depreciation | -27,5 | 0,0 |
| Closing carrying amount | 10,2 | 0,0 |
| Development expenses, mSEK | 31 Mar 2026 | 31 Dec 2025 |
| --- | --- | --- |
| Closing cost | 49,3 | 43,8 |
| The period's capitalisation | 0,9 | 5,5 |
| Closing accumulated cost | 50,2 | 49,3 |
| Opening depreciation | -22,4 | -20,0 |
| The period's depreciation | -0,6 | -2,5 |
| Closing accumulated depreciation | -23,0 | -22,4 |
| Closing carrying amount | 27,2 | 26,9 |
| Closing carrying amount, patents and development expenses | 37,4 | 26,9 |
EPISURF
INTERIM REPORT 1 JANUARY - 31 MARCH 2026
Note 4 Business acquisition
Description of the transaction
On February 10, the general meeting approved that Episurf AB ("Episurf" or "the Company") acquires all shares in Frusipe Intressenter Target 1 AB ("Frusipe"). The transaction will be accounted for as a reverse acquisition in accordance with IFRS 3 Business Combinations, which means that Frusipe is considered the acquirer for accounting purposes, even though Episurf is legally the acquiring company.
The rationale for the classification as a reverse acquisition is primarily that the shareholders of Frusipe, after the completion of the transaction, received warrants which, if they choose to exercise them, give them controlling influence over the combined group. This is because potential voting rights must be considered when evaluating the existence of controlling influence. Due to the transaction, certain management changes were also made, which is an additional factor in the evaluation of whether the acquisition should be recognized as a business combination.
Since the transaction constitutes a reverse acquisition, the future financial statements will be prepared as a continuation of Frusipe's operations.
Calculation of purchase price
The purchase price has been calculated based on the market value of Episurf as of the acquisition date, which amounted to SEK 66.4m, corresponding to 4 öre per share multiplied by the number of shares before the transaction, amounting to 1,659,761,578 shares.
The cash flow of the transaction corresponds to the cash acquired in Episurf.
Identified assets and debt
Below is the fair value of identified assets and liabilities in Episurf (the accounting acquired company) at the acquisition date:
| Assets and liabilities | Fair value (mSEK) |
|---|---|
| Assets | |
| Intangible assets | 37.0 |
| Tangible assets | 3.3 |
| Financial assets | 0.0 |
| Current assets | 7.8 |
| Cash | 3.6 |
| Total assets | 51.7 |
| Liabilities | |
| Long-term liabilities | 0.1 |
| Current liabilities | 7.2 |
| Total liabilities | 7.3 |
| Net identified assets | 44.4 |
Goodwill
The difference between the purchase price and the fair value of net identified assets is recognized as goodwill. Goodwill represents future economic benefits arising from assets that cannot be identified individually and recognized separately. The acquisition calculation is preliminary as the identifiable intangible assets have not been valued.
| Preliminary acquisition calculation | Amount (mSEK) |
|---|---|
| Purchase price | 66.4 |
| Fair value of net identified assets | 44.4 |
| Goodwill | 22.0 |
REPISURF
INTERIM REPORT 1 JANUARY – 31 MARCH 2026
DEFINITIONS
General:
All amounts in the tables are presented in mSEK unless otherwise stated. All amounts in brackets () represent comparative figures for the same period of the prior year, unless otherwise stated.
Net debt/equity ratio:
Net debt at the end of the period divided by equity at the end of the period.
23
EPISURF
INTERIM REPORT 1 JANUARY – 31 MARCH 2026
FINANCIAL CALENDAR
Interim Report April-June 2026
Interim Report July-September 2026
Year-end Report 2026
24 August 2026
13 November 2026
5 February 2027
IR-contact
Jens Andersson
CEO
Tel: +46 (0) 768 55 67 02
E-mail: [email protected]
Episurf Medical AB (publ) org.no 556767-0541
Karlavägen 60, 114 49 Stockholm, Sweden
www.episurf.com
Sanja Batljan
CFO
E-mail: [email protected]