Avidly Oyj (HLSE:AVIDLY) entered into an agreement to acquire Digital 22 Online Limited for €1.2 million on December 21, 2021. Consideration is to be paid upon completion of the acquisition by offering new Avidly shares in a directed issue to the owners of Digital 22 and through a cash payment totaling approximately €0.834 million. In addition, Avidly will pay the sellers an additional purchase price of up to €4.904 million in total in 2024 and 2025 in tranches, provided that the conditions set for the additional purchase price are met. The conditions are based on revenue growth and profitability (EBIT). Revenue growth is based on annualised revenue for the review periods June 1, – November 30, 2023 and June 1, – November 30, 2024, which are compared to the annualised revenue for February 1, – July 31, 2021. To determine the additional purchase price, the annualised revenue will be multiplied by a factor that varies according to the revenue growth rate. For this factor to be applied, the operating profit margin for the 12 month period preceding the review period of the additional purchase price must be at least 10%. If the operating profit margin is between 5 and 9%, the multiple used in determining the annualised turnover will be 1 and if the operating profit margin is less than 5%, the multiple will be 0.5. The additional purchase price, if any, will be paid with a combination of cash and Avidly's shares, with the cash consideration amounting to at least 55% of the total additional purchase price.

The turnover of Digital 22 for the year ended December 31, 2020 was approximately €2.152 million net Result was approximately €0.441 and Equity as on December 31, 2020 was €0.049 million. The company employs 47 full time employees in the UK and Canada. The completion of the Acquisition is expected to take place in January 2022, provided that all conditions for completion are met. Digital 22's business will be reported as part of Avidly's International business segment upon completion of the transaction. The direct impact of the acquisition on Avidly's revenue in 2022 is estimated to be approximately 10%. Furthermore, Avidly maintains its current organic growth target of more than 10% annually. This target includes the expectation that Avidly's international business will grow organically faster than its business in Finland. Avidly will issue outlook for 2022 at the latest in connection with its 2021 financial statement bulletin on March 4, 2022. The costs related to the Acquisition are estimated to be approximately €0.1 million in 2021.

Avidly Oyj (HLSE:AVIDLY) completed the acquisition of Digital 22 Online Limited on January 12, 2022.