Innofactor Oyj - Company Announcement

Innofactor Plc’s board of directors has made a decision on a new share-based incentive plan for Innofactor’s personnel

Innofactor Plc         Stock Exchange Release June 30, 2015 at 8:30 Finnish time

The Board of Directors of Innofactor Plc has decided on a new share-based
incentive plan for all Innofactor Group's personnel (“Personnel issue”). 

The decision to issue a maximum of 800,000 new shares (“Personnel Shares”) was
done on the basis of an authorization granted by the General Meeting of
Shareholders for Innofactor Group's personnel allowing deviation from the
shareholders' pre-emptive subscription rights. Innofactor Plc has, at the time
of the decision on June 29, 2015, a total of 32,653,737 shares outstanding. If
all the offered Personnel Shares are subscribed in the Personnel Issue, the
number of shares outstanding will increase to a maximum of 33,453,737 shares,
out of which the maximum of 800,000 Personnel Shares would cover a maximum of
2.39 percent of the total post-issue shares and votes. The purpose of the
directed Personnel Issue is to increase the personnel's engagement to the
Company and therefore a weighty financial reason exists for waiving the
pre-emptive rights of shareholders. 

The subscription price for the Personnel Shares is based on weighted average
price for the Innofactor Plc shares during the following month after publishing
the next interim report of Innofactor Plc 21 July - 20 August 2015, the
subscription price for Personnel Shares being approximately 10% lower than the
weighted average share price in the said period. The subscription price will be
announced to the personnel approximately on 21 August 2015. The subscription
price will be credited as an increase in the Company's Fund for Invested
Unrestricted Equity. 

Innofactor will grant a loan for its personnel to cover the subscription price.
The loan term will be 10 years. The loan will be granted as part of the
distributable fund of the company. The interest rate of the loan will be the 12
months Euribor rate at the time of the subscription period and will be adjusted
annually. The loan repayments and interest payments will be deducted from the
employees' monthly net salaries. 

The subscription of the Personnel Shares and the loans will take place during 7
September - 11 September 2015. 

The trading with the issued Personnel Shares on the Helsinki Stock Exchange
(NASDAQ OMX) is estimated to start on 1 October 2015. However, the Personnel
Shares are subject to sale and transfer restriction for 12 months starting from
the date of the registration of the new shares subscribed in the Personnel
issue in the Trade Register. 

The Company will publish the final results of the Personnel Issue as a Stock
Exchange Release on around 30 September 2015. 



INNOFACTOR PLC

Board of Directors



Additional information:

Sami Ensio, CEO

Innofactor Plc

Tel. +358 50 584 2029



Distribution:

NASDAQ OMX Helsinki

Main media

www.innofactor.com



About Innofactor Plc



Innofactor is one of the leading Nordic IT solution providers focused on
Microsoft platforms. Innofactor delivers business critical solutions and
maintenance services as a system integrator and develops its own software
products and services. Innofactor's own product development is focused on
Microsoft's Azure based cloud solutions. Innofactor's customers include about
1,000 private and public sector organizations in Finland, Denmark, Sweden and
elsewhere in Europe. The company has about 400 motivated and skilled employees
in a number of locations in Finland, Denmark, and Sweden. From 2010 to 2014,
Innofactor's annual net sales growth has been 45 percent on average. Innofactor
recognized as winner for 2015 Microsoft Finland Partner of the Year and
finalist for two global Public Sector categories. The Innofactor Plc is listed
in the technology section of the main list of NASDAQ OMX Helsinki.