STOCK EXCHANGE RELEASE 26 February 2021 at 5.30 p.m. (EET)
THE PURCHASE OF AWS ELECTRONICS GROUP
Incap Corporation (the “Company” or “Incap”) announced on 23 January 2020 that it has signed an agreement to acquire the entire share capital of AWS Electronics Group (“AWS”). The group has been included in Incap Group’s reporting as of 23 January 2020.
The debt-free purchase price was 13.5 million pounds (then approximately EUR 15.9 million), and the additional purchase price amounted to EUR 0.6 million. The acquisition was financed with a loan of EUR 13 million and paid in cash, with the exception of an instalment of 0.6 million pounds to be paid in Incap shares.
A PART OF THE PURCHASE PRICE
The Board of Directors of the Company has on 26 February 2021 resolved, that the sellers of AWS will be paid an equivalent of 600,000 pounds in new shares of the Company in a directed share issue with payment (the “Share Issue”). The Share Issue will be consummated on 26 February 2021, by offering a total of 29,103 new shares in the Company to be subscribed by the sellers of AWS. In the Share Issue, the subscription price of one new Incap share is EUR 23.86 and the total subscription price of the Share Issue is thus EUR 694,380 (600,000 pounds). The subscription price per share is based on the acquisition agreement of AWS’ shares and corresponds to the average closing Bid and Ask price levels of Incap’s share at the end each transaction date on Nasdaq Helsinki during the period 19 – 25 February 2021.
The total subscription price of the Share Issue shall be recorded in its entirety to the reserve for invested unrestricted equity of the Company.
The acquisition of AWS was and is still aligned with the Company’s strategy and as the Share Issue relates to the payment of a part of the purchase price agreed earlier, therefore the Company has a weighty financial reason to deviate in the Share Issue from the Company’s shareholders’ pre-emptive subscription right, in accordance with Chapter 9, Section 4, Subsection 1 of the Finnish Limited Liability Companies Act (624/2006, as amended).
The Board of Directors of the Company decided on the Share Issue based on the authorization granted to it by the Annual General Meeting of 20 April 2020.The number of Incap shares will increase from 5,820,224 shares to 5,849,327 shares after the registration of the new shares. The new shares of the Company will be applied for trading together with the other shares of the Company on Nasdaq Helsinki approximately by 31 March 2021.
Otto Pukk, CEO, +372 508 0798
Nasdaq Helsinki Ltd.
INCAP IN BRIEF
Incap Corporation is a trusted partner and full service provider in Electronics Manufacturing Services. As a global EMS company Incap supports customers ranging from large multinationals and mid-sized companies to small start-ups in their complete manufacturing value chain. Incap offers state-of-the-art technology backed up by an entrepreneurial culture and highly qualified personnel. The company has operations in Finland, Estonia, India, Slovakia, the UK and Hong Kong and employs approximately 1,900 people. Incap’s share has been listed on Nasdaq Helsinki Ltd stock exchange since 1997.