Solteq Plc has today signed a business transfer agreement, whereby Partiture Oy’s professional services business, along with its current employees and customers, will be transferred to Solteq. The agreement is effective as of March 1, 2021. Partiture Oy is Finland’s leading consulting and project management company in the energy sector. Utilities sector is one of the Solteq’s key drivers for growth in the Nordics, where digital disruption has placed digital solutions at the core of companies’ strategies. As a result of the business transfer agreement, 16 experts will be transferred to Solteq from Partiture Oy. The debt-free purchase price of the transfer is EUR 2.35 million.
The business acquisition supports expansion of Solteq’s Utilities portfolio into consulting and professional services. Starting from the beginning of March, Solteq Utilities Consulting business unit will provide tools for strategic and data-driven business development to all utilities sector customers. Also, a more profound industry expertise will help Solteq to develop its utilities software to meet the changing customer needs in the future.
Approximately EUR 350,000 of the business acquisition purchase price will be paid with new Solteq shares, based on the authorization given to the Board, by the General Meeting on June 10, 2020. The rest of the purchase price will be paid with existing cash funds. EUR 1.0 million of the purchase price has been paid at the time of signing the agreement, and the rest will be paid on December 15, 2021.
The subscription price of the shares is determined on the basis of the volume-weighted average price in February 2021. A maximum of 100,000 shares will be issued, and the number of the new shares will not exceed 0.52% of the total number of shares after the share issue. A directed share issue will be carried out, deviating from the shareholders’ pre-emptive subscription right, by around March 10, 2021. Partiture Oy has the right to exercise shareholders’ rights in the company once the shares have been registered in the Trade Register. The new shares will be included in the book-entry system maintained by Euroclear Finland Oy, and an application will be made to submit them for public trading on Nasdaq Helsinki. The shares are subject to a transfer restriction of 24 months, and the seller will pledge the shares received in the transfer for 24 months as security for the liabilities in the deed of sale.
In 2020, the revenue of the acquired professional service business was approximately EUR 2.35 million (2019: approximately 2.0) and the result approximately EUR 0.8 million (2019: approximately 0.7).