Aixia Group (AIXIA) M&A announcement summary

Deal rationale and strategic fit

• The transaction aligns with a strategic shift toward an AI-first transformation, leveraging both companies' strengths in AI, digital transformation, and IT services globally.

• Aixia brings advanced AI infrastructure, including its AiQu operating system and strong partnerships, complementing existing AI platforms and products.

• The combination provides immediate access to scalable AI and IT infrastructure, enhancing exposure to high-growth sectors like AI compute and cloud solutions.

• Both organizations share a customer-centric culture and a focus on delivering business value, making the merger a strong cultural and strategic fit.

• The merger aims to strengthen the combined group's market position and create significant long-term value for shareholders.

Financial terms and conditions

• Offer values Aixia at approximately SEK 168 million, with each Aixia share offered 5.33 newly issued WPTG shares plus SEK 10.00 in cash.

• The implied offer price is SEK 106.53 per Aixia share, based on a 15-day VWAP of SEK 18.11 per WPTG share.

• The offer represents a premium of 31.5% over the last closing price, 58.5% over the 30-day VWAP, and 54.1% over the 90-day VWAP for Aixia shares.

• Cash consideration is fully financed through existing resources; share issuance is authorized.

• The offer is not conditional on achieving a 90% acceptance level and is made equally to both Class A and Class B shares.

Regulatory requirements and approvals

• Completion is subject to all necessary governmental and regulatory approvals, including competition and FDI authorities.

• The offer is governed by Swedish law, the Takeover Rules, and subject to Swedish Securities Council rulings.

• Aixia must obtain and publish a fairness opinion from independent experts.