LeadDesk Plc completes the acquisition of Norwegian Zisson AS and resolves on related share issue

LeadDesk Plc Press Release 6 January 2025 at 16.05 PM EET. Unofficial translation of LeadDesk Plc Company release. In case the document differs from the original, the Finnish version prevails.

LeadDesk Plc (“LeadDesk”, the “Company”) has completed as planned the acquisitions of the Norwegian Zisson AS and its Swedish subsidiary Zisson AB (jointly “Zisson”), announced on 19 December 2024, and Zisson becomes a part of the LeadDesk Group. The acquisition covers all the shares of Zisson AS. LeadDesk has received the approval of the Swedish Inspectorate of Strategic Products (Inspektionen för strategiska produkter) for the transaction.

In addition to strong Nordic home markets, LeadDesk has achieved significant growth in Continental Europe. LeadDesk’s strategy is to replicate the Nordic home market success in Continental Europe. Strong, profitable and growing home markets drive innovation and support fast expansion. By joining forces with Zisson, LeadDesk reinforces its team, enhances technical expertise, and expands its customer base especially within healthcare and public sector verticals. Leveraging increased scale and cost synergies, LeadDesk is well-positioned to accelerate its growth investments and pursue additional M&A opportunities.

According to a company release issued on 19 December 2024, it has been agreed that a part of the purchase price of the acquisition will be paid in LeadDesk shares. To pay the purchase price, the Board of Directors of LeadDesk has resolved on a directed share issue to Zisson’s former owners who have acted as the sellers. In accordance with the terms of the purchase agreement, 336,718 new shares (the “Consideration Shares”), with a total subscription price of approximately EUR 2.2 million and a subscription price of approximately EUR 6.43 per share, were offered for subscription in the directed share issue. The subscription price corresponded to the volume-weighted average trading price of LeadDesk’s share for the period between 6 November and 18 December 2024.

The number of Consideration Shares represents approximately 6.1 per cent of all shares in LeadDesk before the issuance of Consideration Shares and 5.8 per cent after their issuance. The Consideration Shares are subject to a 12-month lock-up period during which the sellers of Zisson have undertaken, subject to certain customary exceptions, not to dispose of the shares. The Consideration Shares were subscribed for and paid in connection with the completion of the transaction, and their subscription price will be recorded in LeadDesk’s reserve for invested unrestricted equity. The corporate acquisition will have no effect on LeadDesk’s outlook, but it is taken into account when drawing up the guidance for 2025. After the acquisition, Zisson will be reported as part of LeadDesk.

The decision on a directed share issue is based on the share issue authorisation granted to the Board of Directors of the Company by the General Meeting on 20 March 2024. The share issue relates to the completion of a corporate acquisition supporting the Company’s strategy, so there is a serious financial reason for LeadDesk Plc to derogate from the pre-emptive subscription right of its shareholders. The directed share issue also supports the Company’s strategy by strengthening and diversifying the Company’s ownership base. The subscribers were the private equity investment firm Verdane, Krogsrud Invest, and a small number of Zisson’s current and former employees.

The Consideration Shares have been registered on this date. The shares carry shareholder rights once the shares have been registered and recorded on the book-entry accounts of the parties receiving the shares on or about 7 February 2025. The total number of shares in LeadDesk is 5,815,767 shares after the registration of the Consideration Shares. The Consideration Shares will be admitted to trading on the multilateral Nasdaq First North Growth Market Finland marketplace maintained by Nasdaq Helsinki Ltd on or about 7 February 2025.

In connection with the acquisition, the Company has agreed on two new term loan facilities (loan principals NOK 56.6 million and EUR 4.8 million) and on the extension of its overdraft facility of EUR 1 million. The company has pledged, inter alia, floating charges as security for its loan obligations.

Additional information

Olli Nokso-Koivisto, CEO, LeadDesk Plc
+358 44 066 5765
olli.nokso-koivisto@leaddesk.com

Certified Adviser

Oaklins Finland Ltd, +358 9 6129 670

LeadDesk in brief

LeadDesk is a leading European provider of cloud-based contact centre software. The LeadDesk cloud service, powered by artificial intelligence, improves customer experience and sales productivity. Over 20,000 customer service and sales professionals work more efficiently with LeadDesk weekly. In 2023, the Group’s revenue was EUR 29.4 million, most of which came from outside Finland. The Group has offices in eight European countries. LeadDesk Plc’s shares are traded on the Nasdaq First North Finland marketplace under the ticker LEADD. www.leaddesk.com.