Innofactor Plc: Notification of major holdings in accordance with Chapter 9, Section 10 of the Finnish Securities Markets Act

Innofactor Plc Stock exchange release October 10, 2024, at 22:20 (EEST)

Innofactor Plc has on October 10, 2024, received a notification from Onni Bidco under Chapter 9, Section 5 of the Finnish Securities Markets Act, according to which Onni Bidco Oy's direct holding in Innofactor's shares increased above the threshold of 2/3.

Total positions of Onni Bidco Oy according to the notification:


	% of shares and voting rights	% of shares and voting rights through financial instruments	Total of both in %	Total number of shares and voting rights of issuer
Resulting situation on the date on which threshold was crossed or reached	83.35	0.41	83.76	36,343,691
Positions of previous notification (if applicable)	30.09 (+50.32)	21.84	30.49 (+50.32 = 80.81)

Notified details of the resulting situation on the date on which the threshold was crossed or reached:

A: Shares and voting rights

Class / type of shares	Number of shares and voting rights		% of shares and voting rights
	Direct (SMA 9:5)	Indirect (SMA 9:6 and 9:7)	Direct (SMA 9:5)	Indirect (SMA 9:6 and 9:7)
Onni Bidco: Innofactor Plc share FI0009007637	30,293,920		83.35
Subtotal A	30,293,920		83.35

B: Financial instruments according to SMA 9:6a

Type of financial instrument	Expiration date	Exercise / Conversion period	Physical or cash settlement	Number of shares and voting rights	% of shares and voting rights
Tender offer consortium agreement			Share delivery through the acceptance of the tender offer	148,127	0.41
			Subtotal B	148,127	0.41

Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entity:

Name	% of shares and voting rights	% of shares and voting rights through financial instruments	Total of both
CapMan Growth Equi-ty Fund III Ky
Onni Topco Oy
Onni Midco Oy
Onni Bidco Oy	83.35	0.41	83.76

Further, according to Onni Bidco Oy's notification:

CapMan Growth Equity Fund III Ky, a fund managed by the investment company CapMan Growth (CapMan Growth), Sami Ensio, through the holding company Ensio Investment Group Oy controlled by him, and co-investor Osprey Capital Oy have formed a consortium for the purposes of the public tender offer for the shares in Innofactor Plc made on 22 July 2024. Onni Bidco Oy, the offeror, formed for the purposes of the public tender offer. Onni Bidco Oy has announced, upon the disclosure of the final results of the public tender offer on September 19, 2024, that it will proceed with the public tender offer in accordance with its terms. Therefore, as a result of the public tender offer, including the subsequent offer period, a total of 19,203,323 shares validly tendered will be transferred to the ownership of Onni Bidco Oy through the completion of the public tender offer transactions today, on October 10, 2024. The shares acquired through the completion of the public tender offer transactions and the shares otherwise acquired by Onni Bidco Oy amount to a total of 30,293,920 shares, representing approximately 83.35 percent of the shares and voting rights of Innofactor Plc. As the consortium members are acting in consert in making the public tender offer, the 148,127 shares obtained as board remuneration that are still under the control of Sami Ensio disclosed in this notification are disclosed as ownership based on a financial instrument. Onni Bidco Oy's ownership corresponds to 85.06% of the shares and voting rights of Innofactor Plc that are not held by Innofactor or its subsidiaries.

Espoo, October 10, 2024

INNOFACTOR PLC

Antti Rokala, CFO

Additional information:
Antti Rokala, CFO, antti.rokala@innofactor.com, +358 40 480 2752
Lasse Lautsuo, CMO, ir@innofactor.com, +358 50 480 1597

Distribution:
NASDAQ Helsinki
Main media
www.innofactor.com

Innofactor
Innofactor is the leading driver of the modern digital organization in the Nordic Countries for its about 1,000 customers in commercial and public sector. Innofactor has the widest solution offering and leading know-how in the Microsoft ecosystem in the Nordics. Innofactor has about 600 enthusiastic and motivated top specialists in Finland, Sweden, Denmark and Norway. The Innofactor Plc share is listed in the technology section of the main list of NASDAQ Helsinki Oy. www.innofactor.com #ModernDigitalOrganization #PeopleFirst #CreatingSmiles #BeTheRealYou