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| May 25, 2022 |
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BITTNET SYSTEMS SA - BNET

Signing an international investment agreement - M&A Servodata

Release Date: 3/1/2021 6:00:14 PM

IRIS Code: D3A1B

 

Current Report nr. 11 / 2021

 

Current report according to

Law 24/2017, FSA Reg 5/2018

Date of report

01.03.2021

Name of the issuing entity

BITTNET SYSTEMS S.A

Legal Adress

Strada Soimus Nr. 23, Bloc 2, Apartament 24, Sector 4, Bucuresti

Adress

Blvd. Timisoara nr 26 Cladirea Plaza Romania Offices Spatiul PRO-01 Etaj 1 Sector 6, Bucuresti

Telefon/Fax

021.527.16.00 / 021.527.16.98

Fiscal Code

21181848

Number with the Trade Registration

J40/3752/2007

The market where the securities issued are traded:

Segment: BSE Main Market; Category: Standard

Ticker

BNET - shares

BNET22, BNET23, BNET23A, BNET23C – bonds

Subscribed and paid share capital

26.443.139,30 RON

Total number of shares

229.049.725 shares face value RON 0.10 per share[1]

 

 

 Signing an international investment agreement - M&A Servodata

 

BITTNET SYSTEMS S.A. (hereinafter referred to as “the Company”) informs investors about the signing of an M&A investment agreement with the shareholders of Servodata a.s. (a company operating in the Czech IT&C industry).

According to the investment plan, Bittnet will buy 35% of the share capital of Servodata from Moore Czech Republic, for an estimated amount of EUR 1.4 million, the amount that will be settled in BNET shares in a future share capital increase operation. The actual number of shares to be issued will be determined in accordance with the provisions of art. 210(2) of Law 31/1990 and art. 87-88 of Law 24/2017 on issuers of financial instruments and market operations and art. 174 of the FSA Regulation no. 5/2018. This valuation offers a multiple EV/EBITDA of 6.4x, which makes the payment with BNET shares advantageous for all parties involved, including existing Bittnet shareholders.

In addition, Bittnet will provide financing in the form of a loan (either directly or through the provision of corporate guarantees) up to a maximum of EUR 2 million over the next 3 years, based on Servodata's development projects.

The transaction will be subject to approval at the general meeting of shareholders (both Bittnet and Servodata) and is subject to the successful completion of the due diligence process. In case of successful completion of the investment, the board of directors of Servodata will consist of 5 members, 2 seats belonging to the shareholder Bittnet. According to the investment contract, Servodata will start distributing cash dividends in a proportion of maximum 30% of the annual profit starting with the next fiscal year. In 2020, Servodata achieved total revenues of EUR 10 million and EBITDA of EUR 1 million.

Servodata has been active in the IT&C industry for 30 years and offers customers solutions similar to Dendrio Solutions. Headquartered in Prague, the company has in its portfolio competencies in the integration of technologies from international vendors: Dell, HP, Microsoft in terms of design and implementation of technology infrastructure, IT consulting, designer, outsourcing of IT services. In the field of development, Servodata focuses mainly on the implementation of business intelligence solutions. The company investing heavily in cybersecurity and has recently significantly developed its position in Slovakia. The company has 70 IT specialists: designers, architects, developers and consultants. For 2021, Servodata has a budgeted turnover of EUR 12 million, EBITDA of EUR 2.5 million and a profit of EUR 1.5 million.

For additional information we invite investors to access the website of Servodata a.s. at the following link:

https://www.servodata.net/en/

The investment will be subject to vote in the GMS of Bittnet from April 27, 2021.

 

 

 

President of the Board

Mihai Alexandru Constantin Logofatu

 



[1] The share capital registered at the Trade Register is 264.431.393 shares. At the time of this report, the Issuer has submitted to ASF the request to issue the CIVM for the entire capital.

 



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