Stock exchange bulletin

Solteq acquires inPulse Works Oy, expands to the utilities sector and strengthens its BI and analytics expertise

12.6.2017

Solteq Plc Stock Exchange Bulletin 12.6.2017 at 10.00 am

Solteq Plc has acquired inPulse Works Oy. The acquisition will enable Solteq to offer services that meet the varying needs of electricity, district heating and water companies. The acquisition will also strengthen Solteq’s current BI and analytics expertise and open new opportunities in the sector-independent BI and analytics market. inPulse Works Oy’s products and services digitalise customer engagement and business processes. The company offers its clients digital services related to the customer interface, invoicing and customer data systems, electricity sales management systems, and BI and analytics solutions.

The acquisition is in line with the strategy revision that Solteq announced in its first interim report for 2017. In accordance with its strategy, Solteq will expand its operations to sectors in which digital disruption is shaking the foundations.

Two growth-oriented companies find each other

inPulse Works Oy’s business relies on two cornerstones. On the one hand, the company operates in the utilities sector with focus on customer experience and digitalisation of business processes with its own service and product solutions and customer-specific implementations. The second cornerstone is BI and analytics solutions, which are sector-independent. The implementations are based on Microsoft products and solutions.

– Many aspects in Solteq’s and inPulse’s operations and offerings fell perfectly into place. In our first interim report, we stated that, in addition to commerce, we would also expand our presence in other sectors that are being shaken by digital disruption. The utilities sector is a good example. As is widely known, the utilities sector is undergoing rapid digitalisation, and recovery of data becomes crucial for the industry. In this game, we have plenty of opportunities to take with our clients, Solteq’s CEO Olli Väätäinen states.

– We also realised that our areas of expertise complement each other. Earlier this year, we strengthened our analytics offering by acquiring a majority holding of Analyteq Oy, a company specialising in inventory replenishment and analytics services. inPulse’s BI and analytics know-how will naturally add our analytics expertise. As demand for analytics services has exceeded our expectations, this addition is most welcome. Besides, we also have a strong Microsoft background, Olli Väätäinen continues.

– inPulse has always been an innovatively forward-looking, growth-oriented company. This merger will allow us to be part of the growth story of a larger company in a sector that is new to it and to add to client stories with our BI and analytics expertise. We will also be able to serve our clients better through the new total offering. Our contribution to Solteq is new kind of expertise, but the merger will also offer our personnel growth paths to roles that a large company can offer, inPulse Works Oy’s CEO Juha Rokkanen says.

inPulse Works Oy’s specialist organisation of 60 experts operates nationwide with offices in Jyväskylä, Kuopio and Seinäjoki.

Purchase price, payment and financing

The debt-free purchase price of inPulse Oy’s shares is 3.5 million euro. Based on the authorisation granted to the Board of Directors by the Annual General Meeting on 17 March 2017, 1.0 million euro of the purchase price of the shares will be paid with Solteq’s new shares and the remainder with existing cash assets. The subscription price of the shares is 1.63 euro per share, determined on the basis of the volume-weighted average price of the share during the period of 1 May to 31 May 2017. A total of 613 thousand new shares will be issued to pay the purchase price. The number of shares in the issue represents about 3.3% of the number of shares after the share issue.

inPulse Works is consolidated to Solteq Group as from 1 June as a fully owned subsidiary.

inPulse Works Oy’s key figures

The below table shows company’s audited financial statement information (FAS) for financial periods 1 January – 31 December 2015 and 1 January – 31 December 2016 (thousand euro):

Income Statement (FAS): (thousand euro)
1.1.-31.12.2016 1.1.-31.12.2015
Revenue 4 898 4 132
Other income 56 32
Materials and services -203 -132
Employee benefit expenses -3 654 -3 105
Depreciation and impairments -108 -92
Other expenses -774 -788
Operating result 215 47
Financial income and expenses -6 -6
Profit before taxes 209 41
Income tax expenses -42 -8
Profit for the financial period 167 33
Balance Sheet (FAS):
31.12.2016 31.12.2015
Assets
Non-current assets
Intangible assets 269 285
Machinery and equipment 12 16
Total non-current assets 281 301
Current assets
Trade receivables 961 716
Other receivables 76 78
Cash and cash equivalents 251 408
Total current assets 1 288 1 202
Total assets 1 569 1 503
Equity and liabilities
Total equity 316 312
Loans from financial institutions 274 274
Trade payables 70 33
Other non-interest bearing liabilities 909 884
Total liabilities 1 253 1 191
Total equity and liabilities 1 569 1 503

New shares

In order to implement the acquisition of inPulse Works Oy, Solteq’s shareholders’ subscription rights will be excluded in the issue of new shares, and the shares will be directed to inPulse Works Oy’s current shareholders. The subscribers will be entitled to exercise shareholder rights in the company after the shares have been registered in the Trade Register. The shares will be added to the book-entry system maintained by Euroclear Finland Ltd. Solteq will apply for the shares subscribed for in the share issue to be admitted to public trading on NASDAQ OMX Helsinki Stock Exchange.

Profit guidance

Solteq maintains its profit guidance: the Group’s adjusted operating profit is expected to grow from the 2016 level.

Further Information

Olli Väätäinen, CEO, Solteq Plc
Tel. +358 50 5578 111
moc.q1513122222etlos1513122222@neni1513122222ataav1513122222.illo1513122222

Juha Rokkanen, CEO, inPulse Works Oy
Tel.
+358 400 560 977
if.es1513122222lupni1513122222@nena1513122222kkor.1513122222ahuj1513122222

Distribution

NASDAQ OMX Helsinki
Key Media
www.solteq.com

Solteq in Brief

Solteq is a Nordic IT provider and software house that specialises in digital customer engagement. We offer total solutions for both business enhancement by means of digitalisation and for omnicommerce: from back end processes all the way to the customer’s purchasing experience and from supply chain management to digital marketing. Our 450 experts, who work in three countries, develop and implement solutions for clients in Europe, North America, Asia and Australia. In 2016, Solteq’s net sales amounted to 63 million euro.

inPulse Works in Brief

inPulse Works Oy is a steadily growing expert and software company that provides eService and IT solutions. It was established in 2010, and it is owned by the operative personnel. The company operates nationwide with offices in Jyväskylä, Kuopio and Seinäjoki. In 2016, inPulse’s net sales amounted to about 5 million euro.

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