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ENDIGIA'S BOARD OF DIRECTORS HAS APPROVED A PARTIAL DEMERGER PLAN
Digia Plc Stock exchange release 16 December 2015 at 19:00
DIGIA'S BOARD OF DIRECTORS HAS APPROVED A PARTIAL DEMERGER PLAN
Digia's Board of Directors approved a partial demerger plan on 16 December 2015. According to the plan, Digia will be divided so that all assets, liabilities and responsibilities related to Digia's Qt segment are transferred to the new company created by the division, to be called Qt Group Plc. Digia's Domestic segment will remain with Digia.
The purpose of the demerger is to enable the development of the Qt and domestic segments as two listed companies focusing on distinct sectors and to clarify their corporate structures, management and financing. The Qt and domestic segments have different management, development and financing needs due to their different business logic and market areas. The objective of the demerger is to enable the targeting of investments at specific operations, to clarify the financial monitoring of business operations and their valuation, and to increase the potential to achieve higher share value for investors.
The demerger and demerger plan will be presented for approval at the Digia Plc Annual General Meeting, to be held on 16 March 2016. The demerger plan included with this stock exchange release contains the Digia Board of Directors' proposals related to the Articles of Association, the election of Board members and auditors, issuance of shares to Digia's shareholders as demerger consideration, and the transfer of Digia assets and liabilities to Qt.
The demerger will enter into force when the Annual General Meeting approves the demerger and the demerger plan, and when its implementation is registered in the Trade Register. The planned registration date is 1 May 2016. Qt's shares will be subject to public trading on the official list of the Nasdaq OMX Helsinki Ltd as soon as possible after the implementation of the demerger has been registered. The demerger or the listing will not affect trading of Digia shares on the Helsinki Stock Exchange.
Digia's shareholders will be issued one Qt share for each Digia share they own as demerger consideration. No action is required from shareholders concerning this issuance.
More detailed information on the stock exchange listing of the new company created in the demerger will be published in listing particulars, whose estimated publication date will be early March 2016.
Helsinki, 16 December 2015
Digia Plc
Board of Directors
For more information, please contact:
Juha Varelius, President and CEO, tel. +358 (0)10 313 3000
Distribution:
NASDAQ OMX Helsinki
Key media
ATTACHMENTS: Demerger plan with attachments.
DigiaPlcDemergerPlanAppendix3ENTERPRISEMORTGAGES.pdf
Digia is a software and service company that combines technological possibilities and human capabilities to build intelligent business, society and a sustainable future. Our mission is to ensure that our customers are at the forefront of digital evolution. There are more than 1,500 of us working at Digia and we operate globally with our international customers. Digia’s turnover in 2023 was EUR 192,1 million. The company is listed on Nasdaq Helsinki (DIGIA).