Economia
Digitalist Group Plc restructures its financing, directed convertible capital bonds to Turret Oy Ab and Holdix Oy Ab
Digitalist Group Oyj Inside information 30 June 2025 at 09:00
Digitalist Group Plc ("Digitalist Group" or the "Company") has agreed with Turret Oy Ab ("Turret") on a loan of EUR 800,000 (the "Loan") to strengthen the Company's working capital. The Company has the right to draw down the Loan in instalments by 31 December 2025. The loan has been agreed on market terms and it is due for repayment on 31 December 2026.
Turret is the largest shareholder of Digitalist Group.
In accordance with the provisions of the Finnish Limited Liability Companies Act concerning related party transactions, the members of the Board of Directors of Digitalist Group, Paul Ehrnrooth and Peter Eriksson, have not participated in the decision-making related to the Loan.
The Board of Directors of Digitalist Group resolved, based on the authorization granted by the Annual General Meeting on 29 May 2025, to deviate from the shareholders’ pre-emptive subscription rights and to direct a convertible capital loan pursuant to Chapter 12 of the Finnish Limited Liability Companies Act (the “Convertible Bond 2025/1”) to Turret, together with the special rights entitling to shares as referred to in Chapter 10, Section 1, Subsection 2 of the Finnish Limited Liability Companies Act (the “Special Rights”), to be subscribed by Turret in accordance with the terms and conditions of the loan agreement (the “Terms”).
The Convertible Bond 2025/1 and the related Special Rights are issued in order to strengthen the Company’s equity, which means that there is a weighty financial reason for the deviation from the pre-emptive right of the shareholders as set out in the Finnish Limited Liability Companies Act.
The main points of the Convertible Bond 2025/1 and the Special Rights Terms attached thereto are as follows:
In accordance with the Terms and Conditions of the Convertible Bond 2025/1, Turret has paid the subscription price of the bond to the Company on 30 June 2025 by setting off the accrued interest from the Company’s Convertible Bonds 2021/1, 2021/3 and 2022/1.
In accordance with the provisions of the Finnish Limited Liability Companies Act concerning related party transactions, the members of the Board of Directors of Digitalist Group, Paul Ehrnrooth and Peter Eriksson, have not participated in the decision-making related to the Convertible Bond 2025/1.
The Board of Directors of Digitalist Group resolved, based on the authorization granted by the Annual General Meeting on 29 May 2025, to deviate from the shareholders’ pre-emptive subscription rights and to direct a convertible capital loan pursuant to Chapter 12 of the Finnish Limited Liability Companies Act (the “Convertible Bond 2025/2”) to Holdix Oy Ab (“Holdix”), together with the special rights entitling to shares as referred to in Chapter 10, Section 1, Subsection 2 of the Finnish Limited Liability Companies Act (the “Special Rights”), to be subscribed by Holdix in accordance with the terms and conditions of the loan agreement (the “Terms”).
The Convertible Bond 2025/2 and the related Special Rights are issued in order to strengthen the Company’s equity, which means that there is a weighty financial reason for the deviation from the pre-emptive right of the shareholders as set out in the Finnish Limited Liability Companies Act.
The main points of the Convertible Bond 2025/2 and the Special Rights Terms attached to them are as follows:
Holdix has paid the subscription price of the Convertible Bond 2025/2 to the Company on 30 June 2025 by setting off the accrued interest from the Company’s Convertible Bonds 2021/2 and 2021/4.
DIGITALIST GROUP OYJ
Board of Directors
Further information:
Digitalist Group Oyj
CEO Magnus Leijonborg
tel. +46 76 315 8422 magnus.leijonborg@digitalistgroup.com
Chairman of the Board Esa Matikainen,
tel. +358 40 506 0080, esa.matikainen@ digitalistgroup.com
Distribution:
Nasdaq Helsinki Ltd
Main media
https://digitalist.global
2321 Rosecrans Avenue. Suite 2200
90245 El Segundo Stati Uniti