WPTG Signs Letter of Intent to Acquire Lumin4ry Consulting AB in Significant Swedish Expansion

White Pearl Technology Group AB (WPTG) today announces signing a Letter of Intent to acquire 100% of Lumin4ry, a Swedish ICT staffing company. The transaction represents a significant step in WPTG's growth strategy and expansion into the Nordics.

Deal Rationale:

• Swedish/Nordic based income for Group
• Enhances Swedish presence and management
• Diversification of Revenue Streams
• ICT staffing revenue complements existing project implementation, annuity, software and IP earnings of the group
• Cross-selling opportunities into Customer base in Nordics and across other WPTG markets globally
• Income shock absorber to the group aligned to the diversification strategy

Key Transaction Points:

• WPTG to purchase 100% of shares for consideration of SEK 20 million
• Lumin4ry is forecasting to earn revenues of over SEK 140 million in the current fiscal year
• Initial cash payment of SEK 9 million upon signing the final agreement
• Performance-based earn-out structure over four years
• Earn-out payments in WPTG shares linked to revenue and profit targets
• Deal structured to align long-term interests and retention of key Lumin4ry staff

Earnout Model:

• First Period (12 months): SEK 2.75M in shares (if earnout Y1 targets met)
• Second Period (24 months): SEK 2.75M in shares (if earnout Y2 targets met)
• Third Period (36 months): SEK 2.75M in shares (if earnout Y3 targets met)
• Fourth Period (48 months): SEK 2.75M in shares (if earnout Y4 targets met)

Additional Performance Incentives:

• Overachievement bonus: Sellers are eligible for 25% of profits from revenue exceeding cumulative targets over the four years, payable in cash at the end of the warrant period

Risk Assessment and Mitigation:

Profitability

• Risk: Initial profit margins
• Mitigation: Lumin4ry is forecasting a 5% profit margin in FY2024 with incremental increases over the next 5 years. Earn-out model protects shareholder value.

Business Focus

• Risk: Potential dilution of core business focus
• Mitigation: Lumin4ry complements WPTG expansion plans through earnings diversification and Nordic market opportunities

Margin Management

•  Risk: Traditional staffing business margins
• Mitigation: WPTG's increased focus on IP and software solutions will balance overall group margins

Revenue Stability

• Risk: Cyclical nature of staffing revenue
• Mitigation: Complementary revenue streams create a robust earnings model; the earn-out structure protects against volatility

Market Perception

• Risk: Staffing model perception
• Mitigation: Lumin4ry operates in stable Nordic markets with a 12+ year history of long-term blue-chip customer engagements

Marco Marangoni, CEO of WPTG: "The proposed acquisition of Lumin4ry aligns perfectly and accelerates our growth strategy. The structured earn-out demonstrates our confidence in Lumin4ry's growth potential and further protects WPTG shareholders. Our acquisition model is becoming more robust and is designed to protect WPTG and its shareholders against unforeseen events."

Tony Lydén, CEO of Lumin4ry: "We are excited to join the WPTG family and look forward to growing Lumin4ry and the group in the Nordics and contributing to the group's growth globally. We aim to implement WPTG's know-how and expertise to enhance Lumin4ry's profitability and growth in the future."

Integration Timeline:

• Due diligence is to be completed within 20 working days
• Sale of Share agreement to be signed within 7 working days after due diligence completion
• Initial closing expected by Q1 2025

This information is such that White Pearl Technology Group AB is obliged to make it public pursuant to the EU Market Abuse Regulation. The information was submitted for publication through the agency of the contact persons set out below at 08:00 CET on 18 January 2025.

For further information, please contact: Investor Relations Manager White Pearl Technology Group AB.

Email: ir@whitepearltech.com
Phone: +46 707 340804

About White Pearl Technology Group AB
White Pearl Technology Group AB (WPTG) is a global technology company specialising in digital transformation solutions. With a presence in over 30 countries and a team of more than 650 experts, WPTG helps organisations navigate the complexities of the digital age, offering services ranging from ICT and system integration to business software and digital innovation.

About Lumin4ry
Lumin4ry is a Swedish IT consultancy combining deep theoretical expertise with extensive practical experience in solving complex client challenges. Founded over 15 years ago, the company has built a unique network of specialist IT consultants and industry experts. Lumin4ry's consultants possess specific domain expertise across various IT sectors, leveraging their extensive professional networks and relationships with technology and service providers to deliver exceptional value to clients. The company's distinctive approach to consulting is built on longstanding partnerships with both experts and clients, ensuring the delivery of sophisticated IT solutions that drive business transformation (www.luminary.se).

The company's Certified Adviser is Amudova AB, email: info@amudova.se, phone: +46 8 546 017 58.