IPAS "Indexo" ("INDEXO" or the "Company"), a company listed on Nasdaq Riga, announced on 10 September 2026 an extraordinary shareholders' meeting (the "Meeting") to be held on 1 October 2026. Shareholders will be asked to approve a share split and to authorise the Management Board to increase the share capital by issuing new shares, which, if necessary, could be used should the Company decide to launch a voluntary share buyback offer to the shareholders of AS "DelfinGroup" ("DelfinGroup").
Planning a share split with the purpose to make share price more attractive to retail investors
Subject to shareholder approval, the nominal value of each INDEXO share would be reduced from EUR 1.00 (one euro) to EUR 0.25 (twenty-five cents), while the total number of shares would be increased proportionally at a ratio of 1:4. The share split would not affect the Company's total share capital or the economic rights of existing shareholders.
The purpose of the share split is to reduce the price per share and thereby make INDEXO shares more attractive to retail investors. This proposal has been made in view of INDEXO's planned listing on Nasdaq First North Growth Market Stockholm.
Shareholders will also be asked to authorise the Management Board, for a period of up to five years, to increase the share capital by issuing up to 12,721,836 new shares. The authorisation is intended to provide the Company with flexibility for future capital raising activities and to facilitate amendments to the Company's employee stock option programme.
Considering voluntary share buyback offer to DelfinGroup shareholders
At the same time, INDEXO announces that it is considering the possibility of making a voluntary share buyback offer to the shareholders of DelfinGroup (registration number 40103252854, ISIN LV0000101806), with the objective, should such a decision be taken, of increasing INDEXO's holding in DelfinGroup to up to 89.99% of DelfinGroup's total share capital. No final decision to launch such an offer has been made.
Should INDEXO decide to proceed with such an offer, it could include two alternatives: a cash consideration alternative and a share exchange alternative. INDEXO is seeking shareholder authorisation to increase the share capital through the issuance of new shares to be paid for with DelfinGroup shares as a contribution in kind, and to disapply the pre-emptive rights of existing shareholders with respect to such share issue. This authorisation would only be used if INDEXO decides to launch the offer and the relevant DelfinGroup shareholders choose the share exchange alternative.
No decisions regarding a DelfinGroup share buyback or exchange are being made at this time
The Meeting is being convened now because, if INDEXO were to decide to launch such an offer and relevant DelfinGroup shareholders were to choose the share exchange alternative, the necessary shareholder authorisation to increase the share capital would need to be obtained in advance, taking into account the statutory notice periods applicable for convening a shareholders' meeting. At present, neither a decision to launch the offer nor the terms of any such offer have been determined.
INDEXO has not yet decided whether to launch a voluntary share buyback offer and has not determined the cash purchase price, the share exchange ratio, or the exact timing of any potential offer. Should INDEXO decide to proceed with such an offer, this information would be determined and announced at a later stage, including in the voluntary share buyback offer prospectus that would be submitted to Latvijas Banka for approval.
The share split, as well as the authorisation to increase the share capital for the purpose of a potential share exchange transaction, are subject to shareholder approval. Should INDEXO decide to launch a voluntary share buyback offer for DelfinGroup shares, implementation of such an offer would additionally require approval by Latvijas Banka of the buyback offer prospectus.
About the INDEXO financial services group
INDEXO is a financial services group comprising pension management companies IPAS INDEXO, INDEXO Atklatais Pensiju Fonds AS, and INDEXO Asset Management IPAS, as well as INDEXO Bank AS?and DelfinGroup AS.
The Group's pension companies manage EUR 1.7 billion for more than 162 thousand customers in Latvia. INDEXO Banka, a bank licensed by the European Central Bank, serves more than 68 thousand customers with deposits exceeding EUR 155 million and a loan portfolio exceeding EUR 126 million. The Group reached profitability in the first quarter of 2026.
More information: https://indexo.lv/en/
Contact information:Ieva Bauma
INDEXO Head of Marketing and Communications
E: ieva.bauma@indexo.lv
P: +371 28 636?789
