WPTG has closed the deal with Spotr Group AB and will issue first tranche of shares as payment

Stockholm, Sweden, 2025-12-23 – White Pearl Technology Group AB (WPTG), a Swedish global tech company, today announced that it has closed the transaction from October 16 with Spotr Group AB (Spotr Group) and has taken ownership of Adligo AB, APTR SL AB, Appspotr South Asia (PVT) LTD, as well as a 51 percent stake in Krobier AB. In accordance with the agreement, the Board of Directors of WPTG has, pursuant to the authorization granted by the Annual General Meeting held on 20 May 2024, resolved to issue 676,036 Series B shares as the first payment (representing 70% of the total consideration) to Spotr Group AB at a subscription price of SEK 20 per share.

As announced on 16 October, WPTG has entered into an agreement with the IT Group Spotr Group AB (Spotr Group) (Nasdaq First North: SPOTR) to acquire the Spotr Group subsidiaries Adligo AB, APTR SL AB, Appspotr South Asia (PVT) LTD and a 51 percent stake in Krobier AB. In accordance with the contract, WPTG will issue in total 965,766 shares to Spotr Group and the Board of Directors in WPTG today resolved to issue 676,036 series B shares (70% of total consideration) as first installment of the payment. The remaining 30% of the total consideration will be issued in three months, provided that WPTG has not deducted any warranty claims from the deferred consideration.

Deviation from the shareholders' preferential rights

The Board of WPTG resolved to deviate from the shareholders’ preferential rights. The reasons for the deviation are that the share issue forms an integral part of the agreed transaction dated 16 October 2025, pursuant to which the Company acquired four companies from Spotr Group AB, with the share issue being carried out by way of set-off against debt relating to the acquisition. The Board considers the share issue to be on market terms, proportionate and in the best interest of the Company and its shareholders.

Number of shares and share capital

As a result of the Share Issue the Company's share capital will increase by SEK 14,872 from SEK 636,234 to SEK 651,106 through the issuance of 676,036 new shares increasing the number of shares from 28,919,738 to 29,595,774 and entailing a dilution of approximately 2.3 percent of the total number of shares and votes in the Company (based on the number of shares and votes following the Share Issue).

For more information, please contact:

Peter Ejemyr, Vice President Investor Relations
White Pearl Technology Group
Email: ir@whitepearltech.com
Phone: +46 733 611 000

The company's Certified Adviser is Amudova AB, email: info@amudova.se.

About White Pearl Technology Group:

White Pearl Technology Group AB (WPTG) is a Swedish global technology company specialising in digital transformation solutions. With a presence in over 20 countries and a team of 850 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. The company is listed on Nasdaq First North (WPTGB) in Stockholm, Sweden and on OTCQX (WPTGF) in the U.S.

Attachments

WPTG has closed the deal with Spotr Group AB and will issue first tranche of shares as payment