Aareon AG has, through Mary BidCo AB, entered into binding agreements to acquire approximately 93 per cent of the shares in Momentum Software Group AB

This press release is not an offer to acquire shares.

Aareon AG[1] has, through Mary BidCo AB[2] ("Mary BidCo"), entered into binding agreements to acquire 15,489,152 shares in Momentum Software Group AB ("Momentum" or the "Company"), corresponding to a holding of approximately 93 per cent of the shares and votes in Momentum, at a price of SEK 108 per share, valuing Momentum, based on all outstanding shares, at approximately SEK 1,797 million.

Momentum provides modern platforms that digitalize and simplify everyday life for property owners and their tenants. The Company develops, sells and implements Software as a Service (SaaS) for property management and energy monitoring. Momentum has about 95 employees and its headquarter is based in Stockholm, Sweden.

Aareon has long been impressed with Momentum's development, its employees and customer offering. The ambition is that these together will form the cornerstone of the Nordic region's leading SaaS company for property owners. The combined Nordics business will operate under the Momentum software brand.

Together, Momentum and Aareon will offer a broader product portfolio to its customers with Momentum's best-in-class property management software, Momentum's energy monitoring software, and Aareon's solutions suite. This will support the Nordic property industry in further digitalizing their workflows. Aareon and Momentum will also benefit from pan-European cross-selling­ opportunities. Aareon will continue to support its customers across its full existing product suite.

Richard Durlow, CEO of Momentum, said: "We are excited to combine forces with a European leader like Aareon. This will enable us to continue to invest in our best-in-class platform and we will drive even faster digitization of the Nordic property industry."

Harry Thomsen, CEO of Aareon, said: "The acquisition of Momentum is another milestone in Aareon's international growth strategy. Momentum has a strong SaaS property management software that complements our digital ecosystem Aareon Smart World. The acquisition also supports our ambition of becoming a SaaS company with a growing share of recurring revenue. Together with Momentum, we will be a strong partner for the property industry in Sweden, Norway and Finland."

The acquisitions are expected to be completed on 27 June 2022, after which Mary BidCo will achieve an ownership of approximately 93 per cent of the shares and votes in Momentum. In connection with the completion of the acquisitions, the mandatory offer threshold will be passed, entailing that Mary BidCo is required to launch a mandatory takeover offer for the remaining shares in Momentum within four weeks of the acquisitions, or to initiate compulsory redemption proceedings to acquire the remaining shares in accordance with the provisions of the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)) within this period. The latter alternative entails that the requirement of a mandatory offer will cease.

When the acquisitions have been completed, Mary BidCo intends to initiate compulsory redemption proceedings to acquire the remaining shares in Momentum and to promote delisting of Momentum's shares from Nasdaq First North Growth Market.

Mary BidCo also intends to, through Carnegie Investment Bank AB (publ), acquire, or take measures to acquire, shares in Momentum on the market during the period which Momentum is still listed on Nasdaq First North Growth Market.

Carnegie Investment Bank AB (publ) is financial advisor to Aareon and Roschier Advokatbyrå AB is legal advisor to Mary BidCo and Aareon in connection with the acquisitions.

Mary BidCo AB

The board of directors

About Aareon Group

Aareon is the leading technology company for the European property industry and its partners. The company is digitalising the property management by offering user-oriented software solutions that simplify and automate processes, support sustainable and energy-efficient operations and interconnect all process participants. Research and development activities of Aareon pursue a collaborative approach in which knowledge and expertise of the technology leader meet the needs and requirements of its clients. This results in solutions that help make peoples' lives and work easier and enable companies to realise new value-creation potential.

Across Europe more than 7,000 clients manage approximately 12 million units. The Aareon Group has a presence with offices in the DACH region, Finland, France, the United Kingdom, the Netherlands, Norway and Sweden and employs more than 2,000 people. In 2021, Aareon generated revenue of EUR 269 million and adjusted EBITDA of EUR 67 million.

About Momentum Software

Momentum Software is a SaaS company providing property owners with platforms that digitalize and simplify everyday life for property owners and their tenants. Customers consist of private and municipally owned real estate companies managing both residential and commercial property in Sweden. During 2020, approximately 10 000 users and more than one million tenants used products developed by Momentum. For more information, see www.momentum.se.

For additional information, please contact:

Aareon AG
Bas Joosten
Email: bas.joosten@aareon.com
Telephone: +49 160 977 807 712

Fogel & Partners
Joachim Hörnqvist
Email: joachim.hornqvist@fogelpartners.se

This press release was submitted for publication on 20 June 2022, at 07.30 a.m. CEST.

Important information

This press release is not an offer to acquire shares.