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ReleasesSolteq Plc Stock Exchange Bulletin 12.6.2017 at 10.00 am
Solteq Plc has acquired inPulse Works Oy. The acquisition will enable Solteq to offer services that meet the varying needs of electricity, district heating and water companies. The acquisition will also strengthen Solteq's current BI and analytics expertise and open new opportunities in the sector-independent BI and analytics market. inPulse Works Oy’s products and services digitalise customer engagement and business processes. The company offers its clients digital services related to the customer interface, invoicing and customer data systems, electricity sales management systems, and BI and analytics solutions.
The acquisition is in line with the strategy revision that Solteq announced in its first interim report for 2017. In accordance with its strategy, Solteq will expand its operations to sectors in which digital disruption is shaking the foundations.
Two growth-oriented companies find each other
inPulse Works Oy’s business relies on two cornerstones. On the one hand, the company operates in the utilities sector with focus on customer experience and digitalisation of business processes with its own service and product solutions and customer-specific implementations. The second cornerstone is BI and analytics solutions, which are sector-independent. The implementations are based on Microsoft products and solutions.
– Many aspects in Solteq’s and inPulse’s operations and offerings fell perfectly into place. In our first interim report, we stated that, in addition to commerce, we would also expand our presence in other sectors that are being shaken by digital disruption. The utilities sector is a good example. As is widely known, the utilities sector is undergoing rapid digitalisation, and recovery of data becomes crucial for the industry. In this game, we have plenty of opportunities to take with our clients, Solteq’s CEO Olli Väätäinen states.
– We also realised that our areas of expertise complement each other. Earlier this year, we strengthened our analytics offering by acquiring a majority holding of Analyteq Oy, a company specialising in inventory replenishment and analytics services. inPulse’s BI and analytics know-how will naturally add our analytics expertise. As demand for analytics services has exceeded our expectations, this addition is most welcome. Besides, we also have a strong Microsoft background, Olli Väätäinen continues.
– inPulse has always been an innovatively forward-looking, growth-oriented company. This merger will allow us to be part of the growth story of a larger company in a sector that is new to it and to add to client stories with our BI and analytics expertise. We will also be able to serve our clients better through the new total offering. Our contribution to Solteq is new kind of expertise, but the merger will also offer our personnel growth paths to roles that a large company can offer, inPulse Works Oy’s CEO Juha Rokkanen says.
inPulse Works Oy’s specialist organisation of 60 experts operates nationwide with offices in Jyväskylä, Kuopio and Seinäjoki.
Purchase price, payment and financing
The debt-free purchase price of inPulse Oy’s shares is 3.5 million euro. Based on the authorisation granted to the Board of Directors by the Annual General Meeting on 17 March 2017, 1.0 million euro of the purchase price of the shares will be paid with Solteq’s new shares and the remainder with existing cash assets. The subscription price of the shares is 1.63 euro per share, determined on the basis of the volume-weighted average price of the share during the period of 1 May to 31 May 2017. A total of 613 thousand new shares will be issued to pay the purchase price. The number of shares in the issue represents about 3.3% of the number of shares after the share issue.
inPulse Works is consolidated to Solteq Group as from 1 June as a fully owned subsidiary.
inPulse Works Oy’s key figures
The below table shows company's audited financial statement information (FAS) for financial periods 1 January - 31 December 2015 and 1 January - 31 December 2016 (thousand euro):
| Income Statement (FAS): | (thousand euro) | |
| 1.1.-31.12.2016 | 1.1.-31.12.2015 | |
| Revenue | 4 898 | 4 132 |
| Other income | 56 | 32 |
| Materials and services | -203 | -132 |
| Employee benefit expenses | -3 654 | -3 105 |
| Depreciation and impairments | -108 | -92 |
| Other expenses | -774 | -788 |
| Operating result | 215 | 47 |
| Financial income and expenses | -6 | -6 |
| Profit before taxes | 209 | 41 |
| Income tax expenses | -42 | -8 |
| Profit for the financial period | 167 | 33 |
| Balance Sheet (FAS): | ||
| 31.12.2016 | 31.12.2015 | |
| Assets | ||
| Non-current assets | ||
| Intangible assets | 269 | 285 |
| Machinery and equipment | 12 | 16 |
| Total non-current assets | 281 | 301 |
| Current assets | ||
| Trade receivables | 961 | 716 |
| Other receivables | 76 | 78 |
| Cash and cash equivalents | 251 | 408 |
| Total current assets | 1 288 | 1 202 |
| Total assets | 1 569 | 1 503 |
| Equity and liabilities | ||
| Total equity | 316 | 312 |
| Loans from financial institutions | 274 | 274 |
| Trade payables | 70 | 33 |
| Other non-interest bearing liabilities | 909 | 884 |
| Total liabilities | 1 253 | 1 191 |
| Total equity and liabilities | 1 569 | 1 503 |
New shares
In order to implement the acquisition of inPulse Works Oy, Solteq’s shareholders' subscription rights will be excluded in the issue of new shares, and the shares will be directed to inPulse Works Oy’s current shareholders. The subscribers will be entitled to exercise shareholder rights in the company after the shares have been registered in the Trade Register. The shares will be added to the book-entry system maintained by Euroclear Finland Ltd. Solteq will apply for the shares subscribed for in the share issue to be admitted to public trading on NASDAQ OMX Helsinki Stock Exchange.
Profit guidance
Solteq maintains its profit guidance: the Group’s adjusted operating profit is expected to grow from the 2016 level.
Further Information
Olli Väätäinen, CEO, Solteq Plc
Tel. +358 50 5578 111
olli.vaatainen@solteq.com
Juha Rokkanen, CEO, inPulse Works Oy
Tel. +358 400 560 977
juha.rokkanen@inpulse.fi
Distribution
NASDAQ OMX Helsinki
Key Media
www.solteq.com
Solteq in Brief
Solteq is a Nordic IT provider and software house that specialises in digital customer engagement. We offer total solutions for both business enhancement by means of digitalisation and for omnicommerce: from back end processes all the way to the customer’s purchasing experience and from supply chain management to digital marketing. Our 450 experts, who work in three countries, develop and implement solutions for clients in Europe, North America, Asia and Australia. In 2016, Solteq’s net sales amounted to 63 million euro.
inPulse Works in Brief
inPulse Works Oy is a steadily growing expert and software company that provides eService and IT solutions. It was established in 2010, and it is owned by the operative personnel. The company operates nationwide with offices in Jyväskylä, Kuopio and Seinäjoki. In 2016, inPulse’s net sales amounted to about 5 million euro.
