PROSPECTUS OF VALOE CORPORATION REGARDING ADMISSION TO TRADING OF 113,000,000 SHARES IN THE COMPANY HAS BEEN APPROVED

Valoe Corporation                Stock Exchange Release 28 June 2021 at 18.00 (Finnish Time) Not for release, publication or distribution, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, Singapore, South Africa or the United States or any other country where distribution or disclosure would be against law.PROSPECTUS OF VALOE CORPORATION REGARDING ADMISSION TO TRADING OF 113,000,000 SHARES IN THE COMPANY HAS BEEN APPROVED The Financial Supervisory...
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Valoe Corporation                Stock Exchange Release 28 June 2021 at 18.00 (Finnish Time)

Not for release, publication or distribution, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, Singapore, South Africa or the United States or any other country where distribution or disclosure would be against law.

PROSPECTUS OF VALOE CORPORATION REGARDING ADMISSION TO TRADING OF 113,000,000 SHARES IN THE COMPANY HAS BEEN APPROVED

The Financial Supervisory Authority has today approved the supplement to the registration document approved by the Financial Supervisory Authority on 29 September 2020 as well as the securities note and the summary, which together form the prospectus (the "Prospectus") of Valoe Corporation (the "Company") pursuant to the Securities Markets Act (746/2012, as amended) and Regulation (EU) 2017/1129 of the European Parliament and of the Council ("Prospectus Regulation") relating to admission to trading of in total 113,000,000 shares ("Shares") in the Company.

The Prospectus and the admission to trading of the Shares relate to the following share issues resolved on by the Board of Directors: (i) in the aggregate 85,000,000 new shares in the Company issued to certain subscribers of convertible loan 1/2021 through a decision by the Board of Directors dated 11 June 2021 ("Share issue I"); and (ii) in the aggregate 28,000,000 new shares in the Company issued to the Company as treasury shares through a decision by the Board of Directors dated 11 June 2021 ("Treasury issue"). For further information on the Share issue I and the Treasury issue, please refer to the stock exchange release published by the Company on the aforementioned date.

The Prospectus and the documents incorporated therein by reference will be available on or about 28 June 2021 on the website of the Company at http://www.valoe.fi/julkaisut and at the registered office of the Company at Insinöörinkatu 5, 50150 Mikkeli.

The Company has applied for the Shares to be admitted to trading on the stock exchange list of Nasdaq Helsinki Ltd, and trading in the Shares is expected to commence on or about 29 June 2021.

The Prospectus includes certain information regarding the Company's related party transactions for the first quarter of 2021 as well as the Company's capitalisation and indebtedness as at 31 March 2021 that have not been previously disclosed. Key information is set forth below:

The tables below set forth the transactions that have taken place with the Company's related parties:

  1. Sales of goods and services
EUR 1,000 1 Jan - 31 Mar 2021 1 Jan - 31 Mar 2020
  Unaudited Unaudited
Related companies    
Savcor Oy 0 0
     
Total 0 0
  1. Purchases of goods and services
EUR 1,000 1 Jan - 31 Mar 2021 1 Jan - 31 Mar 2020
  Unaudited Unaudited
Related companies    
Purchases of goods and services    
SCI Invest Oy 12 12
SCI-Finance Oy 20 11
Savcor Technologies Oy 29 21
Savcor Oy 3 2
Oy Marville Ab 0 0
Basso Jose 30 49
Aurinkolahden Tilintarkastus Oy 0 0
Other 13 0
Total 106 97
     
Interest and other financial expenses    
SCI-Finance Oy 20 42
Savcor Technologies Oy 1 42
Savcor Oy 0 4
SCI Invest Oy 0 0
Other 5 18
Total 27 107

c.         Other related party transactions

EUR 1,000 31 Mar 2021 31 Mar 2020
  Unaudited Unaudited
Long-term convertible capital loan from related party 1.063 415
Other long-term capital loan from related party 0 1.160
Other short-term debts to related parties 0 486
Short-term interest debts to related parties 10 494
Trade payables and other non-interest-bearing debts to related parties 151 585
     
Trade receivables and other short-term receivables from related parties 23 14

d.         Salaries and fees

EUR 1,000 31 Mar 2021 31 Mar 2020  
  Unaudited Unaudited  
Management's benefits      
Salaries and other short-term benefits 101 101  
Total 101 101  
EUR 1,000 31 Mar 2021 31 Mar 2020
  Unaudited Unaudited
Salaries and fees    
Salaries of the CEO and his deputies (included in the management's salaries) 42 42
Total 42 42
     
Members and deputy members of the board of directors:    
Parpola Ville – fee 10 10
Tuomas Honkamäki – fee 8 0
Savisalo Hannu – fee         10 10
Total 27 20

Table below sets forth the capitalisation and indebtedness of the Company as at 31 March 2021:

EUR 1,000   31 Mar 2021

 
 
(Unaudited)   Actual  
                                                                                                  
 
Total current debt      
Secured   583  
Unguaranteed/unsecured   882  
Total non-current debt      
Secured   1,400  
Unguaranteed/unsecured   13,184  
Total debts   16,049  
       
Shareholder equity      
Share capital   80  
Invested unrestricted equity reserve   27,404  
Retained earnings   -31,067  
Total equity   -3,583  
       
Total equity and debts   12,466  
       
Indebtedness    
  1. Cash
  61  
  1. Cash equivalents
  0  
  1. Other current financial assets
  0  
  1. Liquidity (A+B+C)
  61  
       
  1. Current financial debt
  1,685  
  1. Current portion of non-current financial debt
  0  
       
  1. Current financial indebtedness (E+F)
  1,685  
       
  1. Net current financial indebtedness (G-D)
  1,624  
       
  1. Non-current financial debt
  14,814  
  1. Debt instruments
  0  
  1. Non-current trade and other payables
  0  
       
  1. Non-current financial indebtedness (I+J+K)
  14,814  
       
  1. Total financial indebtedness (H+L)
  16,438  

Off-balance-sheet liabilities


LIABILITIES (EUR 1,000)
  31 Mar 2021  
(Unaudited)   Actual  
Collaterals given on behalf of own commitments      
Mortgages   2,060  
Other collaterals   2,076

 
 
Leasing and other lease debts      
Due within 1 year   220  
Due within 1-5 years   230  
Due in 5 years   0  
Total   450  
Equity ratio of Valoe group was 18.5 percent, including capital loans, on 31 March 2021. No material changes have occurred in the Company's financial position after 31 March 2021.

Lease debts in accordance with IFRS 16 are included in current and non-current debts of the upper part of table as well as in section “E. current financial debt” and “I. non-current financial debt” of the indebtedness table.
Off-balance-sheet leasing and lease debts have included in the indebtedness table as follows:

E. Current financial debt: Upper part of the table 1,465 +220 = 1,685

I. Non-current financial debt: Upper part of the table 14,584 + 230 = 14,814
 

In Mikkeli, 28 June 2021

Valoe Corporation

BOARD OF DIRECTORS

For more information:
CEO Iikka Savisalo, Valoe Corporation
Tel. +358 405216082
email: [email protected]

Distribution:
Nasdaq Helsinki Oy
Main media
www.valoe.com

Valoe Corporation specializes in the clean energy, especially in photovoltaic solutions. Valoe provides automated production technology for solar modules based on the company's own technology; production lines for modules; solar modules and special components for solar modules. Valoe's head office is located in Mikkeli, Finland.


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