BasWare - Company Announcement

Completion and results of Basware's share offering

Basware Corporation Stock Exchange Release
February 14, 2011 at 17:15

Completion and results of Basware's share offering

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG OR JAPAN.

With reference to the share offering announced on 14 February 2011 (the"Offering"), Basware Corporation ("Basware" or the "Company") is pleased to
announce that it will issue 1,170,000 new shares in the Company (the "Shares")
to selected Finnish and international institutional investors . In addition,
simultaneously with the Offering, certain largest shareholders of Basware, all
private persons (the "Selling Shareholders") have sold in the aggregate 800,000
existing shares of the Company. The Offering and the sale of the Selling
Shareholders' existing shares was conducted as an accelerated book-building
process carried out by Nordea Bank Finland Plc ("Nordea").

The Board of Directors of Basware approved the terms and conditions of the
Offering on 14 February 2011. The terms and conditions of the Offering are
attached to this release. The Shares were offered to Finnish and international
institutional investors in deviation from the shareholders pre-emptive
subscription rights. The subscription price was set at EUR 23.70 per Share,
amounting to total proceeds of EUR 27.7m before commissions and expenses. The
subscription price of the Shares will be recorded into the invested unrestrictedequity fund of the Company. The net proceeds of the Offering will increase
Basware's financial flexibility and preparedness to carry out potential
acquisitions.

The Company's Board of Directors approved on 14 February 2011 the subscriptions
for the Shares. The 1,170,000 Shares subscribed in the Offering correspond to
approximately 9.98% of all the shares and voting rights in Basware immediately
prior to the Offering. Following the Offering, the number of issued and
outstanding shares of the Company will be 12,890,829. The Shares are expected to
be registered with the Finnish Trade Register on or about 16 February 2011. An
application will be made for listing of the Shares on NASDAQ OMX Helsinki Ltd.
Public trading in the Shares on NASDAQ OMX Helsinki Ltd. is expected to commence
on or about 17 February 2011. The Shares are expected to be entered into the
book-entry accounts of investors on or about 18 February 2011.

In connection with the Offering, the Company has entered into a lock-up
undertaking under which it has, subject to certain exceptions, agreed not to
issue or sell any shares in Basware for a period ending 180 days after the
closing of the Offering. Correspondingly, the Selling Shareholders have agreed
to a similar lock-up of 90 days.

Espoo, 14 February 2011
Basware Corporation
Board of Directors




The  information  contained  herein  is  not  for  publication  or distribution,
directly  or indirectly, in  or into the  United States, Australia, Canada, Hong
Kong or Japan.  These written materials do not constitute an offer of securities
for  sale in the United States, nor may the securities be offered or sold in the
United  States absent registration or an exemption from registration as provided
in  the U.S. Securities Act  of 1933, as amended, and  the rules and regulations
thereunder.   There is no intention  to register any portion  of the offering in
the  United States or to  conduct a public offering  of securities in the United
States.

The  information contained herein shall  not constitute an offer  to sell or the
solicitation  of an offer to buy, nor shall  there be any sale of the securities
referred to herein in any jurisdiction in which such offer, solicitation or sale
would  be  unlawful  prior  to  registration,  exemption  from  registration  or
qualification under the securities laws of any such jurisdiction.

This  communication is directed only  at (i) persons who  are outside the United
Kingdom  or (ii) persons who have professional experience in matters relating to
investments  falling within Article 19(5) of  the Financial Services and Markets
Act 2000 (Financial Promotion) Order 2005 (the "Order") and (iii) high net worth
entities,  and other  persons to  whom it  may lawfully be communicated, falling
within  Article 49(2) of the Order (all  such persons together being referred to
as  "relevant persons").   Any investment  activity to  which this communication
relates  will  only  be  available  to  and  will only be engaged with, relevant
persons.  Any person who is not a relevant person should not act or rely on this
document or any of its contents.

Attachment

TERMS AND CONDITIONS OF THE DIRECTED SHARE ISSUE

The Board of Directors of Basware Corporation (the "Company") has in its meeting
of  February  14, 2011, by  virtue  of  the  authorization granted by the Annual
General  Meeting of the Company on  February 18, 2010, resolved that the Company
shall  issue  up  to  1,170,000 new  shares  of  the Company (the "Shares") by a
directed  share issue.  The Shares  will be  issued on  the following  terms and
conditions:

1. SUBSCRIPTION

Up  to 1,170,000 new Shares shall be issued  in the share issue. The Shares will
be offered to be subscribed for by institutional investors in deviation from the
pre-emptive  subscription rights  of the  shareholders set  forth in Chapter 9,
Section 3 of the Finnish Companies Act.

2. SUBSCRIPTION PRICE AND ITS ENTRY INTO BALANCE SHEET

The  subscription price for the Shares  is EUR 23,70 per Share. The subscription
price  for the Shares is based on  the price determined in the accelerated book-
building  procedure, which  the Board  of Directors  of the Company considers to
represent the fair value of the Shares.

The  subscription  price  shall  be  recorded  in  its  entirety to the invested
unrestricted equity fund of the Company.

3. SUBSCRIPTION PERIOD AND PLACE OF SUBSCRIPTION

The subscription period commences on February 14, 2011 and ends no later than on
February  16, 2011 at 5.00 p.m. The subscription shall be effected by paying the
subscription  price  of  the  Shares  to  the  bank account as designated by the
Company.  The Board of Directors of the Company reserves the right to extend the
subscription period.

4. TERMS OF PAYMENT

The  subscription price of the Share shall  be paid upon subscription during the
above-mentioned subscription period.

5. RIGHT TO DIVIDEND AND OTHER RIGHTS

The  Shares carry a right to dividend and other shareholder rights as from their
registration with the Finnish Trade Register.

6. REASONS  FOR  DEVIATING  FROM  THE  PRE-EMPTIVE  SUBSCRIPTION  RIGHTS  OF THE
SHAREHOLDERS

There  is a weighty  financial reason for  the Company to  deviate from the pre-
emptive subscription rights as the share issue increases the Company's financial
flexibility and preparedness to carry out potential acquisitions and the Company
receives  equity financing under terms (including  the timetable and price) that
would  not, in the understanding of the  Board of Directors of the Company, have
been otherwise available.

7. OTHER ISSUES

The  Board of Directors of  the Company will decide  on other matters related to
the share issue and practical arrangements resulting therefrom.


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