News Tag: Other Corporate Information

Lemonsoft Oy acquires the entire share capital of Applirent Oy, a software company specializing in rental industry and fleet management ERP solutions, with a purchase agreement signed on July 1, 2024. Through this acquisition, Lemonsoft expands its offering to meet the needs of the rental business and will offer more possibilities to streamline their business processes.

Applirent is a cloud-based solution for managing rental business. Applirent's solutions enable companies to manage rental agreements, assets, and customer relationships. The solutions integrate seamlessly with mobile applications, making it easier to manage rental processes and overall productivity. Applirent has around 100 customers, ranging from small and medium-sized enterprises to multinational publicly traded companies.

The net sales of Applirent Oy, according to Finnish accounting standards (FAS), for the period November 1, 2022 – October 31, 2023 (November 1, 2021 – October 31, 2022), was approximately EUR 0.8 million (0.7 million). The EBIT was 34.7% (19.4%) of net sales, and the balance sheet total was EUR 0.5 million (0.4 million). As of October 31, 2023, Applirent Oy’s net cash was approximately EUR 0.3 million (0.3 million). In 2023, about 70% of Applirent Oy’s net sales was recurring. The acquisition doesn’t affect Lemonsoft Oy’s profit forecast for 2024.

Applirent Oy will be reported as part of the Lemonsoft Group as of the completion of the transaction, 1 July 2024. The company’s founders Tuomas Niemi, Antti Lehikoinen, and Vesa Harjunen will continue to work for Applirent Oy, with Tuomas Niemi continuing as CEO.

The purchase price for the share capital of Applirent Oy is approximately EUR 2.3 million, and the net debt-free enterprise value is EUR 2.0 million. The purchase price will be paid 75% in cash and 25% in shares at closing. In addition, the parties have agreed on an additional purchase price based on Applirent Oy’s EBIT for the years 2024-2026. The additional purchase price amounts to a maximum of EUR 0.8 million, and if realized, will be paid fully in cash.

"Applirent's comprehensive solution expands our ability to offer our software portfolio more broadly to companies engaged in the rental business and strengthens our offering in the wholesale segment. Rental services are a growing business area in wholesale, and we are excited to provide our customers with a comprehensive solution developed specifically for this purpose. I warmly welcome the entire Applirent team to Lemonsoft," comments Kari Joki-Hollanti, CEO of Lemonsoft Oyj.

"Applirent's and Lemonsoft's comprehensive range of products allows us to offer our customer companies an even broader product portfolio to support their business operations. We want to provide our customers with user-friendly solutions now and in the future. Our products and services work well together, which is important in the competitive software industry. The similar values and practices of our companies support collaboration with other products in the Lemonsoft Group. As a publicly listed company, Lemonsoft Oyj offers strong support for Applirent's development and growth," says Tuomas Niemi, CEO of Applirent Oy.

A share issue directed to the sellers

As part of the acquisition, Lemonsoft Oyj conducted a directed share issue to the sellers, in which the total number of Lemonsoft Oyj shares to be subscribed by the sellers was 91,641. The shares subscribed in the directed issue are subject to a transfer restriction during the additional purchase price period. With the execution of the directed share issue, the total number of Lemonsoft shares increased to 18,671,632 shares. The new shares represent approximately 0.5 percent of Lemonsoft Oyj's shares and votes after the share issue. The subscription price of the shares was 6.22 euros, based on the volume-weighted average price (VWAP) of Lemonsoft Oyj's shares from June 1, 2024 to June 30, 2024. The sellers paid for the subscribed Lemonsoft shares by transferring the entire share capital of Applirent as a contribution in kind to Lemonsoft.

The new shares have been notified for registration in the trade register and will be admitted to trading, together with the existing shares, on the Nasdaq First North Growth Market Finland marketplace, approximately during week 28. The Board of Directors of Lemonsoft Oyj decided on the directed share issue based on the authorization given by the Annual General Meeting on 9 April 2024.

Lemonsoft Oyj
Board of Directors

Lemonsoft Oyj acquires the entire share capital of Atmotics Oy, a software company focused on maintenance and field service management. With the acquisition, Lemonsoft strengthens its offering for industrial manufacturing customers and will offer more possibilities to streamline their business processes. Lemonsoft Oyj and Atmotics Oy’s owners have signed the share purchase agreement on 17 June 2024 and the transaction is expected to be completed on 1 July 2024.

Atmotics Oy’s product Spotilla offers a comprehensive cloud-based software solution for maintenance and field service management. Spotilla’s platform allows companies to manage tasks such as work orders, preventive maintenance and asset management through mobile and web interfaces. With features like real-time data access, automated workflows, and user-friendly mobile applications, Spotilla is helping its close to 200 SME customers to streamline maintenance activities and improve overall productivity. Atmotics Oy employs a total of 8 experts in its office in Vantaa.

The net sales of Atmotics Oy, according to Finnish accounting standards (FAS), for the period 1 January 2023 – 31 December 2023 was approximately EUR 0.7 million, EBIT 7% of net sales and balance sheet total EUR 0.3 million. At the time of signing the transaction, Atmotics Oy’s contract-based annual recurring revenue (ARR) was EUR 0.8 million. In 2023, over 80% of the group’s net sales was recurring. The acquisition doesn’t affect Lemonsoft Oyj:s profit forecast for 2024.

Atmotics will be reported as part of Lemonsoft Group as of the completion of the transaction, expected on 1 July 2024. The current management and shareholders Harri Wahlroos and Lauri Kelahaara will continue to work for Atmotics, and Harri Wahlroos will continue as CEO.

The purchase price for the share capital of Atmotics Oy is EUR 2.2 million and the net debt-free enterprise value is EUR 2.0 million. The purchase price will be paid fully in cash at closing and will be financed with a bank loan. In addition, the parties have agreed on an additional purchase price for 2025-2027, which will be based on the company's Rule of 40 (revenue growth-% + EBIT-%) figure for each fiscal year. The additional purchase price amounts to a maximum of EUR 1.25 million, and if realized, will be paid fully in cash.

”Spotilla’s comprehensive cloud-based solution for maintenance and field service management aligns perfectly with our strategic goal to enhance our offering towards our industrial manufacturing customers. Equipment maintenance and after-sales service is an important part of our manufacturing customers’ business and operations and we are thrilled to be able to offer a modern solution designed directly for this purpose. This acquisition not only broadens our software offering but also brings us a wide range of industrial customers combined with an excellent team. I warmly welcome the entire Spotilla team to Lemonsoft”, comments Kari Joki-Hollanti, CEO of Lemonsoft Oyj

”We have worked hard on developing a focused product for maintenance and field service for the past few years. Our team has solid expertise in developing maintenance operations. We particularly focus on the product’s ease of use and the ability to provide tangible benefits to our customers' operations. Cooperation with Lemonsoft allows us access to a large customer base that fits perfectly with our growth ambitions ”, continues Harri Wahlroos, CEO of Atmotics Oy

Lemonsoft Oyj
Board of Directors

Lemonsoft Oyj has received a notification according to Chapter 9, Section 5 of the Securities Market Act, according to which the total number of Lemonsoft shares owned directly or indirectly by Kari Joki-Hollanti exceeds the threshold of twenty-five (25) percent on November 17, 2021.

The notification is based on the amendment to the Securities Market Act effective April 19, 2024, requiring shareholders to notify the target company and the Financial Supervisory Authority of their ownership and voting shares no later than two months after the enactment of this law if the shareholder's stake in the target company is at least five percent at the time the law takes effect and such share has not been previously disclosed.

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

A: Shares and voting rights

The Board of Directors of Lemonsoft Oyj and Jan-Erik Lindfors have mutually agreed that Lindfors will leave the role as CEO with immediate effect. The Board of Directors has initiated the search for a new CEO.

The Board of Directors of Lemonsoft Oyj has appointed the founder of Lemonsoft Oyj and the group’s Development Director Kari Joki-Hollanti as the interim CEO. He will commence in this position with immediate effect. In addition to the role as interim CEO, Joki-Hollanti will also continue in the role as Development Director.

Further information

Kari Joki-Hollanti
Interim CEO
kari.joki-hollanti@lemonsoft.fi
+358 44 730 9271

Alpo Luostarinen
Director, M&A and IR
alpo.luostarinen@lemonsoft.fi
+358 50 911 3507

Certified Adviser:
Aktia Alexander Corporate Finance Oy, +358 50 520 4098

About us

Lemonsoft is a Finnish software company that designs, develops and sells ERP software solutions to streamline its customers’ processes across different business lines and administration. The extensive offering of software solutions and related services enables the Company to provide its customers with holistic service. The Company’s standardised and scalable software solutions are delivered mainly from the cloud and are based on the SaaS model in which customers pay a monthly service fee for the use of the software. The Company operates in the ERP software market in Finland primarily as a service provider for SMEs. The Company’s customer base consists of customers from especially industrial manufacturing, wholesale and retail, professional services automation, construction and accounting.