GeoSentric Oyj - Company Announcement

SECOND TRANCHE OF THE COMPANY'S DIRECTED SHARE OFFERING HAS BEEN CLOSED

GEOSENTRIC OYJ      STOCK EXCHANGE RELEASE October 24, 2011 at 16:15





SECOND TRANCHE OF THE COMPANY'S DIRECTED SHARE OFFERING HAS BEEN CLOSED



As previously announced, the Company arranged a directed share offering (“GSOY
Offering”) to its largest shareholders in order to participate in the second
tranche of the share offering of GeoSolutions Holdings NV (“GHNV”) for the
total amount of €1 million. As disclosed on October 12, the Company raised a
total amount of €757,000 in the first tranche of GSOY Offering by issuing a
total amount of 1,893,750,000 new shares. In addition the Company received a
short-term convertible loan for the amount of €250,000 (“Loan”). The
aforementioned funds raised in the first tranche of the GSOY Offering,
including the Loan, enabled the Company to subscribe the new GHNV shares for
the amount of €1 million executed on 14 October 2011. 



The Company has resolved to issue a further 643,750,000 new shares at €0.0004
per share in a second tranche of the GSOY Offering to participants thereby
raising €257,500 and making the total amount raised in the GSOY Offering
€1,015,000. This amount includes €22,750 as Loan conversion. The remaining part
of the Loan of €227,250 has been retained as a short term loan on the same
terms as described in the bulletin on October 12, 2011 except that its end date
has been extended until November 30, 2011. 



The Company has received further potential indications of interest to subscribe
to the GSOY Offering and intends to continue accepting investment commitments
for a further short period of time no later than October 30, 2011 up to the
planned full amount of the GSOY Offering of €1.25 million. The Company will
announce the final total as soon as the offering is closed, whereupon the Board
will approve and issue the remaining new shares based on the approved
commitments shortly thereafter. As soon as practicably possible following the
closing of the GSOY Offering, the Company will issue a formal Prospectus and
apply to get the new shares listed and eligible for trading. This process can
take several months. The Company estimates that the new shares issued in the
first and second tranche of GSOY Offering will be registered in the trade
register by October 31, 2011. The 2,537,500,000 shares issued in the first and
second tranches of the GSOY Offering explained above represent 73.3% of
Company's outstanding shares and votes and 48.6 % of fully diluted shares and
votes. 



As referred to above, the Company has now participated fully in the GHNV share
offering investing €1 million in the GHNV shares offered to the Company. In
addition it is in the process of repaying the Convertible Bond Loan 2008-B by
transferring to the lead investor the agreed number of GHNV shares. After
subscribing all the shares offered to it in the second tranche of the GHNV
share offering and repaying the Convertible Bond Loan 2008-B, the Company's
shareholding in GHNV will increase to approximately 24%. 



As previously announced, the Company will execute a reverse share split after
the GSOY Offering has been completed in the ratio of approximately ten to one
to improve the marketability and liquidity of the Company's shares. The Board
will call an Extraordinary General Meeting to decide on the reverse split as
soon as possible after closing the GSOY Offering. 





GEOSENTRIC OYJ



Board of Directors



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NASDAQ OMX Helsinki

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