Sitowise Group Plc issues 188,926 own shares in a directed issue relating to acquisition of Convia Ingenjörsbyrå AB and Convia Infrastructure AB

Sitowise Group Plc Stock Exchange Release 18 October 2022 at 17.05 EEST

Sitowise Group Plc issues 188,926 own shares in a directed issue relating to acquisition of Convia Ingenjörsbyrå AB and Convia Infrastructure AB

The Board of Directors of Sitowise Group Plc (“Sitowise”) has decided on 18 October 2022, by virtue of the authorization granted by the annual general meeting on 20 April 2022, to issue in a directed issue 188,926 own Sitowise shares which it holds (the “Share”). The number of Shares to be subscribed for in the share issue (the “Share Issue”) corresponds to approximately 0.53 per cent of shares in Sitowise.

The Share Issue relates to an acquisition of shares in Convia Ingenjörsbyrå AB and Convia Infrastructure AB, companies providing construction consulting services focused on structures, buildings, and infrastructure (the “Acquisition”). After the Acquisition, Sitowise Group Plc owns all the shares in Convia Ingenjörsbyrå AB and Convia Infrastructure AB directly or indirectly. The Share Issue will be directed to the sellers of Convia Ingenjörsbyrå AB and Convia Infrastructure AB: Farhang Invest AB, Robert C Jönsson Invest AB, KTN AB, CC Holding AB, KFP Holding AB, and Jidell Investment AB (the “Sellers”) as a part of the Acquisition where the Sellers will use a portion of the purchase price to subscribe for Shares in the Share Issue. The completion of the Acquisition has taken place on 18 October 2022.

The subscription price per Share is approximately EUR 4.88. The subscription price is the average volume weighted trading price of the Sitowise’s share on Nasdaq Helsinki Ltd stock exchange during the period of 24 August 2022 to 4 October 2022. The subscription of Shares shall be made and paid by 19 October 2022.

The subscribed Shares shall be subject to a transfer restriction for a period of 12 months from the completion of the Acquisition.

Convia Ingenjörsbyrå AB and Convia Infrastructure AB deliver construction consulting services focused on structures, buildings, and infrastructure. Convia Ingenjörsbyrå AB and Convia Infrastructure AB employ 23 people in Sweden and in 2021, companies' turnover exceeded SEK 36.6 million. The Acquisition provides the Sitowise Group with additional strong skills within construction of infrastructure and buildings. It also creates a basis for the common growth plan for the joined companies. Furthermore, Convia Ingenjörsbyrå AB and Convia Infrastructure AB have an area of expertise in bridge construction which strengthens the range of services in Sitowise Group’s portfolio.

It is considered that the Acquisition supports the Sitowise Group’s growth and implementation of its strategy, in addition to which the purpose of the Share Issue is to engage the Sellers to Sitowise after the Acquisition. Therefore, there is a weighty financial reason for the directed Share Issue.

After the Shares issued pursuant to the Share Issue have been conveyed, Sitowise holds a total of 119,399 own shares, corresponding to approximately 0.33 per cent of all shares in Sitowise. The Shares are expected to be transferred to the Sellers on or about 21 October 2022 at the latest.

Sitowise Group Plc
Board of Directors

Additional information:

Hanna Masala, CFO, Sitowise Group Plc, tel. +358 40 558 1323

Distribution:

Nasdaq Helsinki
Major media
www.sitowise.com

About Sitowise

Sitowise is a Nordic expert in the built environment and digital solutions. We provide design and consulting services to enable more responsible and smarter urban development as well as smooth transportation.  We operate in three business areas in Finland and Sweden: real estate and buildings, infrastructure, and digital solutions.

We want to raise the bar for intelligence and sustainability, and that is why our vision is to be the most responsible partner in developing thriving and sustainable living environments. Sitowise has grown rapidly and profitably in recent years. The Group’s net sales in 2021 were approximately EUR 179 million and the company employs more than 2,000 experts. Sitowise Group Plc is listed on Nasdaq Helsinki under the trading symbol SITOWS. www.sitowise.com