1.9.2025 12:40:08 EEST | Gofore Oyj | Other information disclosed according to the rules of the Exchange
Gofore Plc
Stock exchange release
Other information disclosed according to the rules of the exchange
1 September 2025 at 12.40 pm EET
Gofore's Huld acquisition completed, directed issue as part of the purchase price payment
Gofore's Huld acquisition has been executed today, 1 September 2025. The entire share capital of the Huld Group (RDV Holding Oy) has been transferred to Gofore's ownership, and all shareholders of RDV Holding Oy have become owners of Gofore as part of the transaction. A condition for this acquisition, announced on 4 July 2025, was the approval decision from the Competition and Consumer Authority, which was received on 14 August 2025.
The paid preliminary purchase price was 41.4 million euros. Any potential adjustment amount will be paid or refunded in cash after the confirmation of final items affecting net debt and net working capital. At the time of the announcement of the transaction, the purchase price was estimated to be around 41 million euros, depending on the balance sheet at the time of the transaction's execution. Of the purchase price, approximately 4.1 million euros (10%) was paid through a directed issue to the Sentica Buyout V fund and 37 individual shareholders of the Huld Group. Approximately 37.3 million euros (90%) of the purchase price was paid in cash. The purchase price consists of the enterprise's debt-free price of 54.5 million euros, net cash and net liabilities.
The Gofore Board of Directors has carried out a directed share issue as part of the payment of the purchase price based on the authorisation for the share issue from the Annual General Meeting on 11 April 2025. The share issue relates to the implementation of an acquisition that supports Gofore's strategy, and therefore there is a serious financial reason for the company for deviating from shareholders' pre-emptive subscription rights.
In the directed share issue, a maximum of 217,278 new shares were offered for subscription in accordance with the terms of the share purchase agreement. In the share issue, the former owners of the Huld Group subscribed for a total of 217,278 new shares of Gofore at a subscription price of 19.09 euros per share. The subscription price is based on the volume-weighted average price of the share during the period from 19 May 2025 to 1 July 2025. The subscription price of the shares was recorded in Gofore's reserve for invested unrestricted equity.
The new Gofore shares are expected to be registered in the trade register on or about 2 September 2025. Gofore has applied for the listing of the shares on the official list of Nasdaq Helsinki Oy, and trading in the new shares is expected to commence on or about 3 September 2025. After the registration of the shares subscribed in the share issue, the total number of Gofore shares will be 15,960,112. The new shares will represent approximately 1.4 percent of the company's share capital after the registration of the new shares.
Additional information:
Mikael Nylund, CEO, Gofore Plc
Tel. +358 40 540 2280
mikael.nylund@gofore.com
Contacts
- Emmi Berlin, IR & PR Lead, +358400903260, emmi.berlin@gofore.com
About Gofore Oyj
Gofore is an international digital transformation consultancy with Finnish roots. We employ nearly 1,800 experts across 23 cities in Finland, Germany, Austria, Czech Republic, Spain, and Estonia. With our technology and business expertise, we work for functional, secure and equal services for the digital society and sustainable solutions for the intelligent industry. Our diverse group of professionals share a pioneering ambition to create a more humane and responsible digital world. Our values guide our business: Gofore is a great workplace that thrives on customer success. In 2024, our net sales amounted to EUR 186,2 million. Gofore Plc's share is listed on the Nasdaq Helsinki Ltd. in Finland. Our vision is to be the most significant digital transformation consultancy in Europe.
