Talenom Plc, Stock exchange release 15 December 2025 at 18:00 EET
The Finnish Financial Supervisory Authority has approved the prospectus concerning the partial demerger of Talenom and listing of Easor; Easor's and Talenom's Executive Boards as of the completion of the demerger
Talenom Plc ("Talenom") announced on 24 October 2025 the approval of a demerger plan concerning the partial demerger of Talenom (the "Demerger Plan"), according to which, all assets, debts and liabilities of Talenom relating to the software business area or mainly serving the software business area of Talenom shall be transferred without a liquidation procedure to a new independent company proposed to be named Easor Plc ("Easor") (the "Demerger"), a company to be incorporated in the Demerger. The Board of Directors of Talenom has proposed that the Extraordinary General Meeting of Talenom, convened to be held on 27 January 2026 (the "EGM"), would approve the Demerger Plan and resolve upon the Demerger as set forth in the Demerger Plan. The completion of the Demerger, which is subject to, among other things, the approval by the EGM, is expected to be registered in the Finnish Trade Register on or about 28 February 2026 (the "Effective Date"), and trading in the shares in Easor on the official list of Nasdaq Helsinki Ltd is expected to begin on 2 March 2026, or as soon as reasonably possible thereafter. In the Demerger, Talenom would retain its accounting business area.
The Finnish Financial Supervisory Authority has today, on 15 December 2025, approved the Finnish language demerger and listing prospectus prepared by Talenom on behalf of Easor, concerning the Demerger and application of the shares in Easor to be admitted on trading on the official list of Nasdaq Helsinki Ltd (the "Prospectus"). The Prospectus, and the English language translation thereof, will be available on or about 15 December 2025 on Talenom's website at https://sijoittajat.talenom.fi/fi/jakautuminen and https://sijoittajat.talenom.fi/en/demerger.
Easor's Executive Board
Talenom announced on 24 October 2025 that the Board of Directors of Talenom has proposed that Talenom's current CEO Otto-Pekka Huhtala be appointed as the CEO of Easor, subject to the completion of the Demerger.
Otto-Pekka Huhtala has held various business management and development positions in Talenom group since 2002 and has worked as deputy CEO in 2016-2019 and CEO since 2019.
The Board of Directors of Talenom has additionally, subject to the completion of the Demerger, appointed the following persons to constitute Easor's Executive Board together with the CEO, with effect upon the Effective Date:
- Matti Eilonen as Chief Financial Officer. Eilonen has served as Talenom's Chief Financial Officer since 2022, and prior to that, held senior positions in finance, administration and business development at Talenom since 2002.
- Valtter Tahkola as Chief Growth Officer. Tahkola has served as Talenom's Chief Growth Officer since 2024. Prior to that he worked as CEO in GOsome Oy, VaaCap Oy and CampliQ Oy.
- Patrik Niskanen as Chief Product Officer. Niskanen has served as Talenom's Chief Product Officer since 2024, and prior to that, held positions as Director of Customer Systems (2022-2024), Product owner (2022) and Development manager (2020-2021) at Talenom.
The persons appointed to Easor's Executive Board will continue in their current positions at Talenom until the completion of the planned Demerger, expected on or about 28 February 2026, when the appointments related to the Demerger shall take effect.
Talenom's Executive Board
Talenom announced on 21 November 2025 that the Board of Directors of Talenom has proposed that Juho Ahosola be appointed as the CEO of Talenom, subject to the completion of the Demerger.
The Board of Directors of Talenom has additionally, subject to the completion of the Demerger, appointed the following persons to constitute Talenom's Executive Board together with the CEO, with effect upon the Effective Date:
- Matti Säkkinen as Chief Financial Officer. Säkkinen has worked at Talenom as Group Financial Controller since 2022. Before moving to Talenom, he has worked in corporate finance, administration and business management and development positions in the roles of controller and Chief Financial Officer.
- Antti Aho as Deputy Chief Executive Officer and Chief Development Officer. Aho has worked in expert, development and management positions at Talenom since 2003, most recently as Chief Financial Officer (2017-2022).
- Annica Glantz as Chief Human Resources Officer. Glantz has held a senior position at Talenom Sweden as Human Resources Director, and being a member of the country management board since she joined in 2023. She has previous experience in HR in roles such as HR Business Partner Manager, Project Manager in HR, and Acting Head of HR in an international context.
- Marika Aho as Chief Country Officer, Finland. Aho has held several management positions at Talenom for over 15 years. Her latest position was as Business director at Talenom in 2020-2022. She has also worked as an account manager at pension insurer Elo responsible for customer relationships and partner cooperation in Northern Finland in 2015-2019.
- Lourdes Santisteban as Chief Country Officer, Spain. Santisteban is the former owner of the first company acquired by Talenom in Spain and she joined Talenom in connection with the acquisition. Since then, she has been part of the construction of the project in Spain, becoming Country Director in November 2022. Prior to that, she had held the position of Director of her previous company for four years. Her previous background was as a lawyer, specialized in corporate law and investments.
- Åsa Grönberg as Chief Country Officer, Sweden. Grönberg has worked at Talenom Redovisning AB since November 2021 as a Service Manager (2021-2023). Before that, she was Chief Operating Officer at Ekonomianalys AB (2019-2021), where she also worked in business development (2018-2021). Prior to that, she worked as an analyst at Karolinska University Hospital and as a consultant at Deloitte.
Future prospects
Future prospects contains forward-looking statements. These statements are not guarantees of Easor's future financial performance. Easor's actual result of operations and financial position may deviate considerably from those expressed or implied by such forward-looking statements as a result of many factors. Undue reliance should not be placed on these forward-looking statements.
Easor's guidance below has been prepared on a basis which is (i) comparable with Easor's historical carve-out financial information and (ii) consistent with principles applied in preparing Easor's carve-out financial statements.
Basis for the financial guidance and uncertainties affecting it
In the financial guidance, the carve-out based income and expenses for the year 2025 have been based on the carve-out based income and expenses for the nine-month period ended 30 September 2025 together with the management's estimate of how these will develop during the final three months of 2025. Easor has a strong contract base in Finland which creates a solid foundation for net sales. Predictability is supported by contract continuity and the stability of customer relationships. The guidance is based on the estimate of the management and the Board of Directors of Talenom regarding the development of the number of customers and volumes. Growth is driven by new customer acquisitions as well as the expanding needs of current customers. In addition, the guidance takes into account the acquired partner accounting firms, their customer base as well as an estimate of the development of the partner network and the number of end customers. Operating profit is expected to decrease in 2026 due to significant growth investments. The investments are aimed at strengthening customer acquisition, the expenses of marketing and sales, as well as product development and technological solutions that improve competitiveness. The administrative costs caused by acting as an independent listed company will also increase expenses. The management of Easor estimates that the annual expenses resulting from this will be EUR 400 thousand. Easor can influence its growth and profitability through pricing, ease of product introduction, and sales efficiency. In accordance with its strategy, Easor focuses primarily on growing its partner network and end-customer sales as well as increasing its market share. Easor's strategic emphasis prioritises strengthening its market position and growth particularly in its international operations, which weakens the operating profit in the short term. This lays the foundation for improved long-term profitability through increasing volume and economies of scale. The above factors affecting the result of operations are within Easor's control. Factors beyond Easor's control include, among others, global economic and geopolitical developments, exchange rate developments, the timing of customers' purchasing decisions, demand for Easor's products, competitors' actions and changes in regulation.
Easor's financial guidance for the year 2026
The net sales are estimated to increase by 3-10 per cent compared to the carve-out based net sales for the year 2025. The operating profit margin is expected to decrease due to the building of distribution channels and growth investments. These measures lay the foundation for long-term growth. The operating profit margin is also weakened by the costs of operating as a standalone listed company.
Easor's financial targets
Talenom's Board of Directors has set Easor a target of achieving annual net sales growth of over 20 per cent in the medium-term (2-4 years).
After the Effective Date of the Demerger, Easor will focus on growth, particularly through new channels that are separate from its previous distribution channel.
The financial targets constitute forward-looking statements that are not guarantees of future financial performance. Easor's actual results could differ materially from the results presented in or implied by such forward-looking statements as a result of numerous factors.
Easor's strategy
Mission and vision
Easor is building a scalable software platform that combines the daily financial processes of small and medium-sized enterprises ("SMEs") and the operational management of accounting firms into a single entity. The strategy is based on a two-sided platform model that simultaneously addresses the needs of end users (entrepreneurs) and service providers (accounting firms). The aim is to accelerate the transition of customers to digitally controlled processes, reduce overlapping systems and improve the efficiency of accounting firms' service production. Easor's goal is to be the most attractive ecosystem for providing Business-to-Business (B2B) services.
The mission of Easor is to enable successful business for entrepreneurs by providing solutions that free up their time and resources for what they love the most. Easor's vision is to create a world where entrepreneurship is easy, attractive and accessible to everyone. Easor supports entrepreneurs in achieving growth and sustainable success. Easor removes barriers so that entrepreneurship becomes a natural choice for anyone who wants to realise their ideas and dreams.
Strategic positioning
The strategic position of Easor is based on the idea that the platform-based business model will also become established in the accounting services industry. The key customer relationship remains between the accountant and the customer, and Easor strengthens this relationship by removing friction and harmonising operating practices. Regulation and bureaucracy place a particular burden on small firms and are driving consolidation in the industry. Easor's platform responds to this in a centralised manner, enabling even small accounting firms to operate with the efficiency of large operators. The platform combines economies of scale, such as shared infrastructure, automation and built-in regulatory compliance, with the proximity of a reliable local service provider.
Easor's competitive advantage stems from a deep understanding of the everyday needs of entrepreneurs and accounting firms. It is essential that the software solves the daily challenges of SMEs in collaboration with the accounting firm or accountant providing the service. Easor does not compete in website-level price-feature comparisons, but wins when the customer uses easy-to-use software in collaboration with a competent accounting firm and thus the ultimate value of the platform to the customer lies in an effortless and high-quality end result.
Based on various options and assumptions, Talenom's management sees a platform business model as the optimal market entry strategy, which focuses on growing and guiding a network of accounting firms and entrepreneurs towards Easor's comprehensive software services. In this way, Easor aims to transform financial management and accounting, which currently consists of fragmented tools, into a unified experience under a scalable service, without compromising on local presence and trust.
International business and expansion
Easor currently operates in Finland, Sweden and Spain and is in the process of localising its software in Italy. The European accounting services market is rapidly digitising as legislation and digitalisation increase the demand for financial management software. Easor's software offers a competitive and compliant solution for companies and accountants. The digitalisation of accounting and increased regulation are particularly strongly present in Spain and Italy.
Easor is examining the development and commercial attractiveness of digitalisation in several different markets. Markets outside of Finland, where digitalisation and regulation are undergoing a transition in the coming years, have been identified as key growth drivers. However, expansion into new markets requires significant sales and marketing investments, both in terms of direct customer acquisition and expanding the partner network. In addition to digitalisation and regulation, the most significant factors in assessing the attractiveness of new markets are the level of bureaucracy, the relationship between end users and accountants, the current situation and structure of the competitive field, the typical structure of accounting firms, and the number of SMEs.
In its current areas of operation, the development stage and implementation of Easor's software package vary from market to market. The Easor software used in the Finnish market is the most advanced in terms of features. The software has been continuously developed over the years to expand its features, and the same approach will be taken in other markets. The tools used in Finland are being increasingly replicated in Sweden, Spain and Italy, while ensuring the usability of the existing software. The expanded features bring added value to customers, which is also reflected in the growth of customer invoicing in the target markets.
In addition to expanding into new markets and growing the customer base, adding new features to the software also requires significant growth investments, which, according to Talenom's management, is likely to be temporarily reflected in Easor's profitability. However, growth investments create the conditions for customer base expansion and business scaling, which in turn enables improved profitability in the long term. The rapid return on Customer Acquisition Costs (CAC) and the growth in Average Annual Revenue Per User (ARPU) thus reinforce the attractiveness of the initial investments. The growth in ARPU is mainly explained by the launch of new financial management software features on the market. In addition, Talenom's management estimates that the average lifespan of an Easor customer relationship is several years, which means that the total return over the customer relationship's lifetime, Lifetime Value (LTV) compared to customer acquisition cost can be many times higher.
Easor's key strengths
According to Talenom's management, the following factors are Easor's main strengths:
Strong position in a growing market
Easor is a strong player in the Finnish accounting market and has also gained a foothold elsewhere in Europe. The accounting market is stable in nature, but demand for related software is growing strongly due to digitalisation and legislative changes. Easor's software package offers the market a compliant and competitive solution. Easor has succeeded in acquiring more than 90 accounting firm partners. According to Talenom's management, Talenom's profitability is approximately double that of its key competitors in terms of EBITDA, and the difference is largely based on Easor's software technology. The concept of Easor has proven to be successful in Finland, and the goal is to replicate the concept in international markets.
Strong expertise across the entire value chain
Easor has extensive experience in the accounting services market. Easor has a strong understanding of the financial management and accounting business needs of SMEs. The development process of Easor's software has progressed in collaboration with accounting professionals in the day-to-day work of accounting firms, and over the years it has evolved into an effective tool. Drawing on its experience, Easor offers a comprehensive software package and related additional services that support both accounting professionals and end users.
High-quality and easy-to-use software package
The software package of Easor combines the daily financial processes of SMEs with the tools necessary for accounting firms in a high-quality manner. The software seamlessly connects end-user invoicing, payment transactions, reporting, document management, payroll accounting and travel expenses to accounting tools and automated functions. Additional services related to the software, such as system support, training, networks, expert services and integration solutions, reduce the workload for partners and facilitate the implementation of the software. Easor App integrates with over 400 different Enterprise Resource Planning (ERP) systems. Significant product development investments have been made in the software in recent years, and the new software architecture supports Easor's internationalisation.
A scalable SaaS business model that enables excellent profitability
Easor operates on a Software-as a Service (SaaS) business model, where the same software can be scaled to many different customers without additional investments. As most of the costs are fixed, an increase in the number of customers directly increases profitability. Software fees are billed on a monthly basis, bringing predictability to net sales and cash flow. Customer relationships are typically long-term, which means that customer lifetime value also rises to a high level.
Network effects
Easor benefits from network effects created by the growing number of partner accounting firms and end users in different markets, as well as integrated software and services. The distribution model enables the acquisition of new customers and controlled scaling. In Easor's operating areas, the accounting services market is highly fragmented, offering opportunities for new customers.
Growth opportunities
Digitalisation is accelerating demand for the platform, particularly in areas where there is legislative pressure to digitise the financial processes of SMEs. New obligations relating to e-invoicing, e-receipts and payment transactions, for example, are driving SMEs to enter into partnerships with software companies. In addition, the shift in consumer preferences towards digital platforms is accelerating the change. The change is currently underway in several European countries, and Easor is seeking to expand particularly in Spain and Italy. Choosing software is a long-term commitment, and switching software later is challenging, and thereby the likelihood of long-term customer relationships is significant. Easor also has the potential to grow in its home market in Finland, as the price point of the software is lower than that of many of its competitors.
Significant investments in technology
Product and technology capabilities are constantly being developed. The focus is on deepening automation in accounting and accounting firm processes, utilising artificial intelligence, and continuously strengthening integration capabilities with other systems to make everyday life easier for companies. In terms of scalability, it is essential that the platform's tools and interfaces are designed to be replicable. This enables the uniform implementation of features in different countries and local extensions without heavy customer-specific implementations.
Selected carve-out financial information of Easor
The Prospectus includes Easor's audited carve-out financial statements as at and for the years ended 31 December 2024, 2023, and 2022 and the unaudited carve-out financial information of Easor as at and for the nine months ended 30 September 2025, including unaudited comparative financial information as at and for the nine months ended 30 September 2024.
Easor's carve-out financial statements as at and for the years ended 31 December 2024, 2023, and 2022 have been audited by KPMG Oy Ab, Authorised Public Accountants, with Authorised Public Accountant (KHT) Juho Rautio as the auditor with the principal responsibility.
Easor's carve-out financial statements as at and for the years ended 31 December 2024, 2023, and 2022 have been prepared on a carve-out basis from Talenom's audited consolidated financial statements using the historical income and expenses, assets and liabilities and cash flows attributable to Easor's business. The carve-out financial information for the nine months ended 30 September 2025 have been prepared on a carve-out basis from Talenom's unaudited consolidated interim financial information using the historical income and expenses, assets and liabilities and cash flows attributable to Easor's business. The carve-out financial statements also include the allocation of income, expense, assets, liabilities and cash flows which are based on management judgement, assumptions and estimates.
Easor's carve-out financial statements have been prepared in accordance with the IFRS Accounting Standards, under consideration of the principles for determining which assets and liabilities, income and expenses as well as cash flows are to be assigned to Easor as described in the notes of the audited carve-out financial statements as at and for the years ended 31 December 2024, 2023, and 2022. The unaudited carve-out financial information of Easor as at and for the nine months ended 30 September 2025, including unaudited comparative carve-out financial information as at and for the nine months ended 30 September 2024 have been prepared in accordance with "IAS 34 - Interim Financial Reporting" under the same carve-out considerations as described above.
Accordingly, the carve-out financial information of Easor does not necessarily reflect what Easor's result of operations, financial position or cash flows would have been had Easor operated as an independent company and had it presented standalone financial information during the periods presented. Moreover, the carve-out financial information of Easor may not be indicative of Easor's future result of operations, financial position or cash flows.
The following table sets forth the key figures of Easor on a carve-out basis for the periods indicated or at the dates indicated:
| 1 January to 30 September or as at 30 September | 1 January to 31 December or as at 31 December | ||||
| In EUR thousand, unless otherwise indicated | 2025 | 2024 | 2024 | 2023 | 2022 |
| (unaudited) | (unaudited, unless otherwise indicated) | ||||
| Net sales | 15,256 | 14,778 | 19,8581) | 18,9031) | 17,1651) |
| Net sales, increase, %2) | 3 | 5 | 10 | ||
| EBITDA | 11,170 | 10,700 | 13,943 | 13,873 | 12,944 |
| EBITDA of net sales, % | 73 | 72 | 70 | 73 | 75 |
| Operating profit | 3,029 | 3,604 | 4,3951) | 3,4961) | 7,3201) |
| Operating profit of net sales, % | 20 | 24 | 22 | 18 | 43 |
| Return on investment (ROI), % (rolling 12 months)2,3) | 9 | 14 | 12 | ||
| Interest-bearing net liabilities3) | 241 | 239 | 217 | 144 | 18 |
| Net gearing ratio, %3) | 1 | 1 | 1 | 0 | 0 |
| Equity ratio, %3) | 92 | 91 | 68 | 64 | 70 |
| Net investments2) | 7,434 | 9,509 | 12,786 | 12,561 | |
| Cash and cash equivalents | 6 | 5 | 11) | 11) | 51) |
| Profit (loss) for the financial period | 2,318 | 2,781 | 3,3651) | 2,5991) | 5,6791) |
1) Audited. 2) The carve-out financial information does not include the carve-out financial statements as of 31 December 2021, or the carve-out financial information for the nine months ended 30 September 2023, as a result of which the increase of net sales or return on investment is not presented for the nine months ended 30 September 2024 or for the year ended 31 December 2022. For this reason, net investments are also not presented for the year ended 31 December 2022. 3) In the historical carve-out financial information, Talenom's external financing has not previously been allocated to Easor, with the exception of instalment debts for company cars. The interest-bearing net liability calculated in the carve-out financial information does not include the EUR 20 million in external financing transferring to Easor in accordance with the Demerger Plan. Respectively, the Easor group's equity will decrease in connection with the Demerger as Easor's receivables and liabilities from Talenom presented in the carve-out financial information will be transferred to Easor and eliminated from the Easor group. For these reasons, the return on investment, interest-bearing net liabilities, net gearing ratio, and equity ratio derived from the carve-out financial information are not fully comparable with Easor's future corresponding key figures after the Demerger when Easor will operate as a standalone legal group of entities. |
Easor's audited carve-out financial statements as at and for the years ended 31 December 2024, 2023, and 2022 and the unaudited carve-out financial information as at and for the nine months ended 30 September 2025, including unaudited comparative financial information as at and for the nine months ended 30 September 2024, are attached in full to this release.
Easor's financial key indicators, and their definitions, reasons for use, and reconciliations are presented in full in the Prospectus.
The definitions and reasons for the use of key figures
| Key figure | Definition | Reason for the use |
| EBITDA (TEUR and % of net sales) | operating profit + depreciation, amortisation and impairment | EBITDA measures Easor's ability to generate profit in its business before depreciation, impairment and financial items. |
| Operating profit (TEUR and % of net sales) | net sales + other operating income - materials and services - employee benefit expenses - depreciation, amortisation and impairment - other operating expenses | Operating profit measures Easor's ability to generate a profit in its business operations and indicates the company's profitability and financial performance. |
| Return on investment (ROI), % (rolling 12 months) | (profit before tax + interest and other financial expenses) / (total equity and liabilities - non-interest-bearing liabilities (average of the accounting period)) *100 | Return on investment (ROI) describes Easor's relative profitability, indicating how effectively the company is able to generate profit for capital invested in the company. |
| Interest-bearing net liabilities | interest-bearing liabilities - cash in hand and in banks | Interest-bearing net liabilities measures the net sum of Easor's debt financing and provides information on the company's indebtedness and capital structure. |
| Net gearing ratio, % | (interest-bearing liabilities - cash in hand and in banks) / capital and reserves * 100 | Net gearing ratio measures the ratio between Easor's equity and interest-bearing liabilities. It describes the level of risk associated with the company's financing and is a useful metric for tracking the company's debt to equity ratio. |
| Equity ratio, % | equity / (balance sheet total - advances received) *100 | Equity ratio describes what proportion of the company's balance sheet is financed by its own equity. It provides information on the level of risk associated with financing and the level of equity used in business operations and describes the company's solvency and tolerance against loss in the long term. |
| Net investments | Change in intangible assets and property, plant and equipment + depreciation, amortisation and impairment | Net investments measure the amount of investments minus the sale of fixed assets. The metric offers additional information on the cash flow needs of business operations. |
Selected unaudited pro forma financial information of Easor
The unaudited pro forma combined financial information, included in the Prospectus, illustrate the effect of the Demerger on Easor's historical carve-out financial information, as if the Demerger had been consummated at an earlier point in time. The unaudited pro forma financial information has been prepared for illustrative purposes only. The Prospectus also includes an independent practitioner's assurance report on the compilation of pro forma financial information included in the Prospectus and prepared in accordance with the Commission Delegated Regulation (EU) 2019/980.
The unaudited pro forma combined income statement for the year ended 31 December 2024 and the unaudited pro forma combined income statement for the nine months ended 30 September 2025 give effect to the Demerger as if it had been consummated on 1 January 2024. The unaudited pro forma combined balance sheet as at 30 September 2025 gives effect to the Demerger as if it had been consummated on that date.
Because of its nature, the unaudited pro forma financial information illustrates the hypothetical impact of the Demerger, had it been consummated at the date assumed in the unaudited pro forma financial information, included in the Prospectus, and, therefore, does not represent the actual result of operations or financial position of Easor. The unaudited pro forma financial information is not intended to project the result of operations or financial position of Easor as an independent listed company during the periods presented.
The unaudited pro forma financial information illustrates adjustments to the historical carve-out financial information to give pro forma effect to events that are directly attributable to the Demerger and are factually supportable. The pro forma adjustments are based upon available information and certain assumptions, which are described in the accompanying notes to the unaudited pro forma financial information. There can be no assurance that the assumptions used in the preparation of the unaudited pro forma financial information will prove to be correct.
The pro forma financial information is unaudited.
The following table sets forth Easor's key figures presented on a pro forma basis as at the dates and for the periods indicated:
In EUR thousand, unless otherwise indicated | 1 January to 30 September 2025 or as at 30 September 2025 | 1 January to 31 December 2024 |
Net sales | 15,256 | 19,858 |
EBITDA | 11,373 | 13,323 |
EBITDA of net sales, % | 75 | 67 |
Operating profit | 3,032 | 3,509 |
Operating profit of net sales, % | 20 | 18 |
Interest-bearing net liabilities1) | 19,399 | |
Net gearing ratio, %1) | 163 | |
Equity ratio, %1) | 34 | |
Cash and cash equivalents1) | 1,116 | |
Earnings per share, EUR2) | 0.04 | 0.04 |
Weighted average number of shares during the period2) | 45,477,972 | 45,477,972 |
Profit (loss) for the financial period | 1,869 | 1,828 |
1) The unaudited combined pro forma balance sheet has been prepared only as of 30 September 2025. Therefore, unaudited pro forma interest-bearing net liabilities, net gearing ratio, equity ratio, and cash and cash equivalents are not presented for the year ended 31 December 2024. 2) The pro forma key figure has been calculated using the number of shares outstanding on the date of the Prospectus. |
The unaudited pro forma financial information, including definitions, reasons for use, and reconciliations of the key figures presented, is attached in full to this release.
Shareholders and prospective investors should acquaint themselves with the entire Prospectus in addition to this stock exchange release.
Advisers to Talenom and Easor
Ernst & Young Oy acts as the sole financial advisor and Hannes Snellman Attorneys Ltd acts as the legal adviser in relation to the Demerger and the listing of Easor.
Webcast event
Talenom will host a webcast event focusing on the Demerger and strategies of Easor and Talenom on 18 December 2025 at 12:00 p.m. An English language webcast event can be followed at https://talenom.events.inderes.com/12-2025-demerger.
Talenom Plc
Board of Directors
For more information:
Otto-Pekka Huhtala, CEO, tel. +358 40 7038554
Matti Eilonen, CFO, tel. +358 40 7534335
Attachments:
- Unaudited pro forma financial information of the Easor;
- Easor's audited carve-out financial statements as at and for the years ended 31 December 2024, 2023, and 2022 and the auditor's report thereto;
- Easor's unaudited interim carve-out financial information as at and for the nine months ended 30 September 2025 including unaudited comparative financial information as at and for the nine months ended 30 September 2024.
About Easor
Easor is a financial management platform that connects entrepreneurs and service providers. Easor offers entrepreneurs an easy-to-use tool for managing their finances and streamlines the work of accounting firms and service providers, enabling their growth through our platform.
Easor serves over 15,000 SME customers and over 90 accounting firm partners. Easor's software has over 60,000 end users and over 10 million invoices are sent annually through the software. Easor operates in Finland, Sweden, Spain and Italy. The company's head office is located in Oulu, Finland. Read more: https://easor.com/fi/.
About Talenom
Talenom is a customer-centric and advanced accounting firm founded in 1972. Our mission is to help entrepreneurs succeed. We want to be a genuine partner to our customers and we help our customers with comprehensive accounting, payroll and expert services. Our vision is to be the most recommended financial partner. Talenom operates in Finland, Sweden and Spain. Talenom's share is listed on the main market of Nasdaq Helsinki. Read more: https://investors.talenom.com/en/.
Disclaimer
This release does not constitute a notice to convene a general meeting of shareholders nor does it constitute a demerger or listing prospectus. Any decision with respect to the proposed Demerger should be made solely on the basis of information contained in the notice to the EGM, the Demerger Plan, and the Prospectus as well as on an independent assessment of the information contained therein. Investors are directed to consult the Prospectus for more comprehensive information on Easor, its shares, and the proposed Demerger.
This release does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction
The securities referenced in this release have not been, and will not be, registered under the United States Securities Act of 1933, as amended or under the securities laws of any state of the United States. This release is neither an offer to sell nor a solicitation of an offer to buy any securities and shall not constitute an offer, solicitation or sale in the United States.
Neither the United States Securities and Exchange Commission nor any other U.S. federal or state securities commission or regulatory authority has approved or disapproved the shares referenced herein, nor have any foregoing authorities passed an opinion upon the fairness or merits of such securities or upon the accuracy or adequacy of the disclosures contained in this release or in the Prospectus. Any representation to the contrary is a criminal offence in the United States.
This release includes certain performance measures, which, in accordance with the guidance issued by the European Securities and Markets Authority, are not accounting measures defined or specified in IFRS Accounting Standards and therefore are considered as alternative performance measures. Alternative performance measures should not be viewed in isolation or as a substitute to the financial measures defined or specified in IFRS Accounting Standards. All companies do not calculate alternative performance measures in a uniform way, and therefore, the alternative performance measures presented in this release may not be comparable with similarly named measures presented by other companies.
The financial adviser is acting for Talenom and Easor and no one else in connection with the Demerger and will not be responsible to anyone other than Talenom or Easor for providing the protections afforded to clients of the financial advisers, or for giving advice in connection with the Demerger or any other matter.
Forward-looking statements
This release includes "forward-looking statements" that are based on present plans, estimates, projections and expectations and are not guarantees of future performance. Words such as "intend", "assess", "expect", "may", "plan", "believe", "estimate" and other expressions entailing indications or predictions of future developments or trends, not based on historical facts, constitute forward-looking information. They are based on certain expectations and assumptions, which, even though they seem to be reasonable at present, may turn out to be incorrect. Shareholders should not rely on these forward-looking statements. Numerous factors may cause the actual result of operations or financial condition of Talenom or Easor to differ materially from those expressed or implied in the forward-looking statements. Neither Talenom, Easor, nor any of their affiliates, advisors or representatives or any other person undertakes any obligation to review, confirm or to release publicly any updates or revisions to any forward-looking statements to reflect events that occur or circumstances that arise after the date of this release other than as required by applicable laws and regulations.