Valoe Corporation Stock Exchange Release 28 June 2021 at 18.00 (Finnish Time)
Not for release, publication or distribution, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, Singapore, South Africa or the United States or any other country where distribution or disclosure would be against law.
PROSPECTUS OF VALOE CORPORATION REGARDING ADMISSION TO TRADING OF 113,000,000 SHARES IN THE COMPANY HAS BEEN APPROVED
The Financial Supervisory Authority has today approved the supplement to the registration document approved by the Financial Supervisory Authority on 29 September 2020 as well as the securities note and the summary, which together form the prospectus (the "Prospectus") of Valoe Corporation (the "Company") pursuant to the Securities Markets Act (746/2012, as amended) and Regulation (EU) 2017/1129 of the European Parliament and of the Council ("Prospectus Regulation") relating to admission to trading of in total 113,000,000 shares ("Shares") in the Company.
The Prospectus and the admission to trading of the Shares relate to the following share issues resolved on by the Board of Directors: (i) in the aggregate 85,000,000 new shares in the Company issued to certain subscribers of convertible loan 1/2021 through a decision by the Board of Directors dated 11 June 2021 ("Share issue I"); and (ii) in the aggregate 28,000,000 new shares in the Company issued to the Company as treasury shares through a decision by the Board of Directors dated 11 June 2021 ("Treasury issue"). For further information on the Share issue I and the Treasury issue, please refer to the stock exchange release published by the Company on the aforementioned date.
The Prospectus and the documents incorporated therein by reference will be available on or about 28 June 2021 on the website of the Company at http://www.valoe.fi/julkaisut and at the registered office of the Company at Insinöörinkatu 5, 50150 Mikkeli.
The Company has applied for the Shares to be admitted to trading on the stock exchange list of Nasdaq Helsinki Ltd, and trading in the Shares is expected to commence on or about 29 June 2021.
The Prospectus includes certain information regarding the Company’s related party transactions for the first quarter of 2021 as well as the Company’s capitalisation and indebtedness as at 31 March 2021 that have not been previously disclosed. Key information is set forth below:
The tables below set forth the transactions that have taken place with the Company's related parties:
- Sales of goods and services
| EUR 1,000 | 1 Jan - 31 Mar 2021 | 1 Jan - 31 Mar 2020 |
| Unaudited | Unaudited | |
| Related companies | ||
| Savcor Oy | 0 | 0 |
| Total | 0 | 0 |
- Purchases of goods and services
| EUR 1,000 | 1 Jan - 31 Mar 2021 | 1 Jan - 31 Mar 2020 |
| Unaudited | Unaudited | |
| Related companies | ||
| Purchases of goods and services | ||
| SCI Invest Oy | 12 | 12 |
| SCI-Finance Oy | 20 | 11 |
| Savcor Technologies Oy | 29 | 21 |
| Savcor Oy | 3 | 2 |
| Oy Marville Ab | 0 | 0 |
| Basso Jose | 30 | 49 |
| Aurinkolahden Tilintarkastus Oy | 0 | 0 |
| Other | 13 | 0 |
| Total | 106 | 97 |
| Interest and other financial expenses | ||
| SCI-Finance Oy | 20 | 42 |
| Savcor Technologies Oy | 1 | 42 |
| Savcor Oy | 0 | 4 |
| SCI Invest Oy | 0 | 0 |
| Other | 5 | 18 |
| Total | 27 | 107 |
c. Other related party transactions
| EUR 1,000 | 31 Mar 2021 | 31 Mar 2020 |
| Unaudited | Unaudited | |
| Long-term convertible capital loan from related party | 1.063 | 415 |
| Other long-term capital loan from related party | 0 | 1.160 |
| Other short-term debts to related parties | 0 | 486 |
| Short-term interest debts to related parties | 10 | 494 |
| Trade payables and other non-interest-bearing debts to related parties | 151 | 585 |
| Trade receivables and other short-term receivables from related parties | 23 | 14 |
d. Salaries and fees
| EUR 1,000 | 31 Mar 2021 | 31 Mar 2020 | |
| Unaudited | Unaudited | ||
| Management’s benefits | |||
| Salaries and other short-term benefits | 101 | 101 | |
| Total | 101 | 101 | |
| EUR 1,000 | 31 Mar 2021 | 31 Mar 2020 | |
| Unaudited | Unaudited | ||
| Salaries and fees | |||
| Salaries of the CEO and his deputies (included in the management’s salaries) | 42 | 42 | |
| Total | 42 | 42 | |
| Members and deputy members of the board of directors: | |||
| Parpola Ville – fee | 10 | 10 | |
| Tuomas Honkamäki – fee | 8 | 0 | |
| Savisalo Hannu – fee | 10 | 10 | |
| Total | 27 | 20 | |
Table below sets forth the capitalisation and indebtedness of the Company as at 31 March 2021:
| EUR 1,000 | 31 Mar 2021 | ||
| (Unaudited) | Actual | ||
| Total current debt | |||
| Secured | 583 | ||
| Unguaranteed/unsecured | 882 | ||
| Total non-current debt | |||
| Secured | 1,400 | ||
| Unguaranteed/unsecured | 13,184 | ||
| Total debts | 16,049 | ||
| Shareholder equity | |||
| Share capital | 80 | ||
| Invested unrestricted equity reserve | 27,404 | ||
| Retained earnings | -31,067 | ||
| Total equity | -3,583 | ||
| Total equity and debts | 12,466 | ||
| Indebtedness | |||
| 61 | ||
| 0 | ||
| 0 | ||
| 61 | ||
| 1,685 | ||
| 0 | ||
| 1,685 | ||
| 1,624 | ||
| 14,814 | ||
| 0 | ||
| 0 | ||
| 14,814 | ||
| 16,438 | ||
Off-balance-sheet liabilities
LIABILITIES (EUR 1,000) | 31 Mar 2021 | ||
| (Unaudited) | Actual | ||
| Collaterals given on behalf of own commitments | |||
| Mortgages | 2,060 | ||
| Other collaterals | 2,076 | ||
| Leasing and other lease debts | |||
| Due within 1 year | 220 | ||
| Due within 1-5 years | 230 | ||
| Due in 5 years | 0 | ||
| Total | 450 | ||
| Equity ratio of Valoe group was 18.5 percent, including capital loans, on 31 March 2021. No material changes have occurred in the Company’s financial position after 31 March 2021. Lease debts in accordance with IFRS 16 are included in current and non-current debts of the upper part of table as well as in section “E. current financial debt” and “I. non-current financial debt” of the indebtedness table. | |||
| Off-balance-sheet leasing and lease debts have included in the indebtedness table as follows: E. Current financial debt: Upper part of the table 1,465 +220 = 1,685 I. Non-current financial debt: Upper part of the table 14,584 + 230 = 14,814 | |||
In Mikkeli, 28 June 2021
Valoe Corporation
BOARD OF DIRECTORS
For more information:
CEO Iikka Savisalo, Valoe Corporation
Tel. +358 405216082
email: iikka.savisalo@valoe.com
Distribution:
Nasdaq Helsinki Oy
Main media
www.valoe.com
Valoe Corporation specializes in the clean energy, especially in photovoltaic solutions. Valoe provides automated production technology for solar modules based on the company’s own technology; production lines for modules; solar modules and special components for solar modules. Valoe's head office is located in Mikkeli, Finland.