BasWare - Company Announcement

Basware's acquisition of Certipost's network and e-Invoicing business closed

Basware Corporation, stock exchange release, January 2, 2013, at 13:45

Basware's acquisition of Certipost's network and e-Invoicing business closed

Basware's acquisition of Certipost's network and e-Invoicing business has been
closed. Basware acquires the network and e-Invoicing business of Certipost, the
leading e-Invoice operator in the Benelux. The initial acquisition price of
approximately EUR 18.2 million was paid in cash on the closing date. The final
acquisition price will be based on the audited 2012 annual accounts. In 2012,
the net sales of the acquired business are expected to amount to approximately
EUR 8.4 million and operating profit to amount to approximately EUR 0.8 million
negative.

The acquisition will make Basware the market leader in e-Invoicing in the
Benelux market. "We are aiming to gain a strong position in our key markets, new
customers with growth potential for Basware solutions and services, and increase
the number of transactions over our global Network, both organically and through
acquisitions," says Esa Tihilä, CEO, Basware Corporation. "The acquisition of
Certipost's network and e-Invoicing operations will strengthen our growth; with
the acquisition, we will gain a significant market position in the Benelux,
where we expect the e-Invoicing market to grow substantially in the upcoming
years. At the same time, we will grow the offering for small and medium
enterprises in particular, which is now available throughout the Benelux."

Basware will consolidate the acquired business into its net sales and profit
starting from January 1, 2013. Synergy benefits are to be explored through the
combination of business operations and technologies as well as joint
infrastructure and support functions. The annual potential for cost-savings is
expected to be approximately EUR 3.0 million once all of the predicted
streamlining measures are complete. Non-recurring restructuring and acquisition
costs are estimated to amount to approximately EUR 3.0 million. The operating
profit of the acquired business is expected to be slightly positive in 2013.

The purchase price to be allocated is approximately EUR 18.2 million. The
acquired net assets amount to approximately EUR 1.4 million, including the cash
reserves of EUR 2.2 million. Approximately EUR 4.5 million associated with
customer relationships and acquired technology has been allocated to intangible
assets, taking deferred tax liabilities into consideration. The value associated
with customer relationships and technology will be amortized completely over
seven years, starting from the first quarter of 2013. The purchase price
includes approximately EUR 12.3 million of goodwill. The calculation concerning
the allocation of the purchase price is preliminary.

The company announced the agreement to acquire the network and e-Invoicing
business of Certipost, a bpost company, on October 5, 2012.

For more information, please contact:

Esa Tihilä, CEO, Basware Corporation
Tel. +358 40 480 7098

Distribution:
NASDAQ OMX Helsinki Ltd
Key media
www.basware.com

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