Solteq Plc – Directed share issue to Theilgaard Mortensen Holding ApS
Solteq Plc Stock Exchange Bulletin 15.1.2018 at 14.00 pm
Solteq Plc’s Board of Directors decided today to carry out a directed share issue in kind of 628.930 shares to Theilgaard Mortensen Holding ApS in order to execute the acquisition of the share capital of TM United A/S.
The decision on the directed share issue and deviation from the shareholders’ pre-emptive subscription rights was made based on the authorisation granted by the Annual General Meeting of 17 March 2017. The purchase is an essential part of the strategy related to expansion of company’s business in Denmark and other Nordic countries in accordance with the Company’s strategy published on 25 May 2015. Therefore, there is a weighty financial reason for deviation from the pre-emptive subscription right of shareholders in accordance with chapter 9, section 4, subsection 1 of the Company’s Act (624/2016, including amendments).
The subscription price of shares to be given is 1.59 Euros per share. The determination of the subscription price is based on the share’s trading-volume-weighted closing rate average in the NASDAQ OMX Helsinki between 25 October 2017 - 24 November 2017.
The subscription price of 628,930 shares to be given in the directed share issue, in total 999,998.70 Euros, shall be paid fully by the property given as contribution in kind, which comprise of 520,300 shares in TM United A/S. In addition to the shares given through the directed issue, cash shall be paid in accordance with the share purchase agreement as contribution for shares to be received as contribution in kind.
The share issue will be carried out by issuing new shares that will carry full rights after they are registered in the Trade Register. After the registration, admission to trading will be sought for the shares.
Theilgaard Mortensen Holding ApS has today subscribed for all the shares offered.
The subscription price shall be recorded in its entirety to the invested non-restricted equity fund of the company.
The issued shares represent 3.26 percent of the post-issue outstanding shares. After the changes, the total number of the company’s shares is 19,306,527.
Olli Väätäinen, CEO
tel. +358 50 5578 111
Antti Kärkkäinen, CFO
tel. +358 40 8444 393
Helsinki Major media
Solteq in Brief
Solteq is a Nordic IT provider and software house that specialises in digital customer engagement. Our mission is to simplify the digital world to make better tomorrow. We are a partner who knows how to turn the digital disruption for the benefit of our customer. Our over 500 experts, who work in three countries, develop and implement solutions for clients in Nordic countries as well as Europe, North America, Asia and Australia. In 2016, Solteq’s net sales amounted to 63 million euro.