Revenio Group Corporation | Stock Exchange Release | May 28, 2026 at 13:30:00 EEST
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Revenio Group Corporation ("Revenio") has today completed the acquisition of the entire share capital of LT International SAS, the parent company of the Visionix International group ("Visionix"). The signing of the transaction was announced on April 13, 2026. The Board of Directors of Revenio has also today resolved on a directed share issue of 2,485,797 new shares to the sellers as the share-based portion of the purchase price payment in connection with the completion of the transaction.
The two companies are joining forces and creating a leading turnkey solutions provider in the global eye care market with more than EUR 250 million in sales, EUR 48 million in adjusted EBITDA and over 800 employees (combined illustrative figures 2025). Teaming up with Visionix represents an important step in Revenio's growth strategy and strengthens the company's position in the evolving global eye care market. Together, the companies are better positioned to respond to the increasing demand for integrated technologies, connected workflows and comprehensive solutions supporting the full patient journey. The transaction also creates significant opportunities to accelerate innovation, expand market reach and drive long-term shareholder value creation.
Key benefits of the transaction include:
- Highly complementary product, software and customer portfolios
- Significantly expanded geographic reach and approximately 2.5x increase in Revenio's total addressable market
- Expedited entry into the OCT segment
Revenio is targeting more than EUR 20 million EBITDA uplift through joint value creation and synergies by the end of 2029. As part of the value creation process, Revenio is targeting an annual growth rate corresponding to 3x the market growth rate. Revenio is targeting an EBITDA margin of 25% during 2028-2029 and an EBITDA margin approaching 30% beyond 2030.
Revenio expects to provide a financial guidance for 2026 in connection with the upcoming half-year report 1-6/2026.
"By bringing together the fantastic teams of Revenio's iCare and Visionix, we are creating a stronger company with broader capabilities, greater scale and an exceptionally comprehensive offering for eye care professionals globally. Together, we are uniquely positioned to support optical retail, optometry and ophthalmology with a broader portfolio of innovative diagnostic, imaging and workflow solutions across the full eye care pathway. The combination brings together highly complementary teams and expertise, technologies, and commercial capabilities with very limited overlap", comments Jouni Toijala, CEO of Revenio.
Completion of the transaction in brief
The debt-free, cash-free value of the transaction (enterprise value) was EUR 290 million. The consideration paid to the sellers was EUR 250 million, of which EUR 55.7 million is paid in the form of 2,485,797 new shares in Revenio. The share component means that Visionix's shareholders will remain invested in the combined group and aligned with its long-term value creation. The cash portion of the consideration and repayment of outstanding loans were financed through existing cash reserves, new debt financing including a EUR 130 million amortizing term loan facility and a EUR 80 million bridge-to-equity facility arranged by Nordea Bank Abp ("Nordea"), and a vendor loan arrangement.
Visionix will be consolidated as part of Revenio from May 28, 2026 onwards, with more detailed information on the impact of the acquisition to the consolidated accounts in the upcoming half-year report 1-6/2026. In addition, Revenio will publish unaudited pro forma financial information at the latest in connection with the planned post-completion rights issue.
Transaction related share issues
The completion of the transaction was subject to, among others, the General Meeting of Revenio resolving to authorize the Board of Directors to decide on both a directed issuance of new shares to the sellers in connection with the completion of the transaction and an issuance of new shares in a planned EUR 80 million post-completion rights issue.
Directed share issue to the sellers:
The Annual General Meeting held on May 12, 2026, authorized the Board of Directors to decide on a directed share issue against consideration in which sellers in the transaction are entitled to subscribe for new shares in the company in deviation from the shareholders' pre-emptive subscription right.
The Board of Directors has today resolved, under the authorization granted by the General Meeting held on May 12, 2026, on a directed share issue to the sellers in the transaction, in which 2,485,797 new shares in Revenio were issued and subscribed for by the sellers. The shares were subscribed at a share price of EUR 22.40, corresponding to EUR 55.7 million. The subscription price was determined in the negotiations between the company and the sellers as part of the negotiations of the terms of the transaction and the share purchase agreement. The new shares were paid as a contribution in kind by delivering shares in Visionix to Revenio. As the new shares were issued as part of the purchase price relating to a strategically significant acquisition for Revenio, the Board of Directors considered there was a weighty financial reason for deviation of the shareholders' pre-emptive subscription right. The subscription price was recorded in Revenio's reserve for invested unrestricted equity.
The new Revenio shares are expected to be registered in the trade register on or about May 29, 2026. The trading in the new shares is expected to commence on or about June 1, 2026, on the Official List of Nasdaq Helsinki Ltd. After the registration of the new shares, the total number of shares in Revenio increases from 26,681,116 to 29,166,913. The new shares will represent approximately 8.5 percent of the company's shares after the registration of the new shares.
Post-completion rights issue:
The Annual General Meeting held on May 12, 2026, authorized the Board of Directors to resolve on a share issue against consideration in accordance with the shareholders' pre-emptive rights (rights issue) in one or several tranches so that a maximum number of 14,600,000 new shares in the company may be issued under the authorization, subject to the closing of the transaction.
Revenio has engaged Nordea to act as a global coordinator in the planned EUR 80 million post-completion rights issue. William Demant Invest, owning 6,532,461 shares in Revenio, and sellers representing 2,485,797 shares (after receiving the new shares as a purchase price consideration), together representing approximately 30.92% of Revenio shares post-completion, have irrevocably committed to subscribe pro rata for shares in the planned rights issue. The remainder of the rights issue will be underwritten by Nordea, subject to customary terms and conditions. The proceeds from the rights issue will be used for the repayment of the outstanding bridge facility related to the transaction. The rights issue is targeted to be arranged during mid to late H2/2026.
Integration progress update
Following the closing of the transaction, integration will be executed in a phased manner with a strong focus on business continuity, customer relationships and personnel. Integration is overseen by the Leadership Team members and a dedicated integration team, with clearly defined responsibilities across both organizations, supported by external resources.
The upcoming quarters will focus on merging the two companies into one in terms of branding, organizations, culture, systems and processes, among other key areas. Furthermore, Revenio will focus on synthesizing the combined strategy, which is planned to be published and presented in a Capital Markets Day to be arranged during the second half of 2026.
Advisors
EY Parthenon acts as the M&A advisor and White & Case LLP as the legal advisor to Revenio in the transaction. IR Partners acts as the communications advisor to Revenio. PwC acts as the financial and tax due diligence advisor to Revenio.
For further information, please contact
CEO Jouni Toijala
+358 50 484 0085
jouni.toijala@revenio.fi
Distribution
Nasdaq Helsinki Oy
Financial Supervisory Authority (FIN-FSA)
Principal media
www.reveniogroup.fi/en
Revenio Group in brief
Revenio is a leading turnkey solutions provider in the global eye care market. The group offers fast, user-friendly, and reliable tools for diagnosing a wide variety of eye diseases. Revenio's solutions include e.g. tonometers, fundus imaging devices, optical coherence tomography (OCT), perimeters, multimodal devices, refraction systems, and software solutions under iCare and Visionix.
In May 2026, Revenio joined forces with Visionix, creating the most innovative, creative and comprehensive entity serving eye care professionals across optometry, optical retail and ophthalmology. In 2025, the Group's net sales totaled EUR 109.7 million, with an operating profit of EUR 25.4 million. Revenio Group Corporation is listed on Nasdaq Helsinki with the trading code REG1V.
Important information
This announcement is not being made in and copies of it may not be released, distributed or published or sent into the United States, the United Kingdom, Australia, Canada, Japan or South Africa or any other jurisdiction in which the release, distribution or publication would be unlawful or require registration or any other measure in accordance with applicable law.
The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any U.S. state securities laws and may not be offered or sold in the United States absent registration or an exemption from registration thereunder. Revenio does not intend to register any of the securities in the United States or to conduct a public offering of the securities in the United States.
This communication and offering are only addressed to and directed at persons in member states of the European Economic Area (the "EEA") who are "Qualified Investors" within the meaning of Article 2 (e) of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (the "Prospectus Regulation"). The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with Qualified Investors. This communication should not be acted upon or relied upon in any member state of the EEA by persons who are not Qualified Investors.
This communication does not constitute an offer of the Securities to the public in the United Kingdom. No prospectus has been or will be approved in the United Kingdom in respect of the Securities. Consequently, this communication is being distributed only to, and is directed only at (i) persons who are outside the United Kingdom, (ii) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"), (iii) high net worth entities falling within Article 49(2)(a) to (d) of the Order, and (iv) other persons to whom it may lawfully be communicated (all such persons together being referred to as "Relevant Persons"). In addition, this communication is in any event only directed at persons who are "qualified investors" (within the meaning of paragraph 15 of Schedule 1 of the Public Offers and Admissions to Trading Regulations 2024). Any investment activity to which this communication relates will only be available to, and will only be engaged with, Relevant Persons. Any person who is not a Relevant Person should not act or rely on this document or any of its contents.
