Release

Gofore Plc: A total of 1,000,000 new shares in Gofore Plc registered with the Trade Register

Gofore Plc: A total of 1,000,000 new shares in Gofore Plc registered with the Trade Register

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, NEW ZEALAND, AUSTRALIA, JAPAN, HONG KONG, SINGAPORE, SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

GOFORE PLC STOCK EXCHANGE RELEASE 23 APRIL 2021 AT 12:25 EET

A total of 1,000,000 new shares in Gofore Plc registered with the Trade Register

On 22 April 2021, Gofore Plc (“Gofore” or the “Company”) announced the result of the directed share issue of 1,000,000 new shares in an accelerated bookbuilding to eligible Finnish and international institutional and other qualified investors (the “Placing”). In the Placing, the Company issued a total of 1,000,000 new shares. The new shares have today been registered with the Trade Register maintained by the Finnish Patent and Registration Office.

Following the registration of the new shares, the total number of registered shares in the Company is 15,052,231. The new shares will confer the same shareholder rights as the existing shares in the Company. The new shares are expected to be ready for delivery to the investors against payment through Euroclear Finland Ltd on or about 26 April 2021.

Trading in the new shares (ISIN code FI4000283130) is expected to commence on the official list of Nasdaq Helsinki Ltd on or about 27 April 2021.

For further information:   
Mikael  Nylund, CEO,  Gofore  Plc   
tel. +358 40 540 2280   
mikael.nylund@gofore.com

Gofore  Plc is a digital transformation consultancy with close to 800 impact-driven employees across Finland, Germany, Spain, and Estonia – top experts in our industry who are our company’s heart, brain, and hands. We use our holistic service offering – consulting, coding, design and assurance – as tools to incite positive change. We care for our people, our customers, and the surrounding world. Our values guide our business:  Gofore is a great workplace that thrives on customer success. In 2020, our net sales amounted to EUR 78 million.  Gofore  Plc’s share is listed on the  Nasdaq Helsinki Ltd. in Finland. Get to know us better at  www.gofore.com.

Forward-looking statements

This stock exchange release includes forward-looking statements which are not historical facts but statements regarding future expectations instead. These forward-looking statements include without limitation, those regarding the expected date for delivery of the new shares and the date on which trading in the new shares is expected to commence on the official list of Nasdaq Helsinki Ltd. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance and are based on numerous assumptions. 

Important notice

The distribution of this release may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restrictions. The information contained herein is not for release, publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia, the “United States”), Canada, New Zealand, Australia, Japan, Hong Kong, Singapore, South Africa or any other jurisdiction in which the distribution or release would be unlawful. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. This release is not directed to, and is not intended for distribution to or use by, any person or entity that is a citizen or resident or located in any locality, state, country or other jurisdiction where such distribution, publication, availability or use would be contrary to law or regulation or which would require any registration or licensing within such jurisdiction.

This release does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States, Canada, New Zealand, Australia, Japan, Hong Kong, Singapore, South Africa or any other jurisdiction in which such offers or sales are unlawful (the “Excluded Territories”). Any failure to comply with this may constitute a violation of the securities laws of the relevant Excluded Territory or the securities laws of other states, as the case may be.

The securities referred to in this release have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), or under the securities laws of any state of the United States, and may not be offered, sold, resold or delivered, directly or indirectly, in or into the United States absent registration except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act. Subject to certain limited exceptions, the securities referred to in this release are being offered and sold only outside the United States. The securities issued in connection with the offering have not been and will not be registered under any applicable securities laws of any state, province, territory, county or jurisdiction of the Excluded Territories. Accordingly, such securities may not be offered, sold, resold, taken up, exercised, renounced, transferred, delivered or distributed, directly or indirectly, in or into the Excluded Territories or any other jurisdiction if to do so would constitute a violation of the relevant laws of, or require registration of such securities in, the relevant jurisdiction. There will be no public offer of securities in the United States or elsewhere. 

This release is not a prospectus as defined in the Regulation (EU) 2017/1129 (the “Prospectus Regulation”) or in the United Kingdom, Regulation (EU) 2017/1129, as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (the “UK Prospectus Regulation”), and has been prepared on the basis that any offers of securities referred to herein in any member state of the European Economic Area or the United Kingdom will be made pursuant to an exemption under the Prospectus Regulation or the UK Prospectus Regulation, as applicable, from any obligation to prepare a prospectus and as such, this release does not constitute or form part of and should not be construed as, an offer to sell, or the solicitation or invitation of any offer to buy, acquire or subscribe for, any securities or an inducement to enter into investment activity.

The information set forth in this release is only being distributed to, and directed at, persons in member states of the European Economic Area and the United Kingdom who are qualified investors within the meaning of the Prospectus Regulation or the UK Prospectus Regulation, as applicable (“Qualified Investors”). In addition, this information is only being communicated to, and is only directed at, persons outside the United Kingdom or, in the United Kingdom, to Qualified Investors (i) having professional experience in matters relating to investments who are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), (ii) high net worth entities falling within Article 49(2)(a)–(d) of the Order, or (iii) persons to whom it may otherwise lawfully be communicated (“Relevant Persons”).

This information must not be acted or relied on by, and any investment activity to which this information relates is not available to and may not be engaged with, persons (i) in any member state of the European Economic Area who are not Qualified Investors, and (ii) in the United Kingdom who are not Relevant Persons. Any securities mentioned herein are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, Relevant Persons.

Danske Bank acts only for and on behalf of Gofore in connection with the share issue. Danske Bank does not hold any other party as its client and is not responsible for providing advice to any other party than Gofore in relation to the share issue or any other matters referred to herein.