22.12.2025 16:19:53 EET | Gofore Oyj | Total number of voting rights and capital
Gofore Plc
Stock Exchange Release
Total number of voting rights and capital
22 December 2025 at 4.20 pm EET
Gofore Plc announced today that it has signed an agreement to acquire the entire share capital of German digital transformation consulting company Esentri AG for an enterprise value of 10 million euros, preliminary purchase price approximately EUR 11.7 million. Further details of the transaction are provided in a press release published today. Gofore will pay to the majority sellers 30 percent of the preliminary purchase price in Gofore shares and 70 percent in cash and to the minority sellers 100 percent in cash. The transaction is expected to be completed on 2 January 2026.
In connection with the transaction, Gofore's Board of Directors has today resolved, based on the authorisation granted by the company's Annual General Meeting on 11 April 2025, to carry out a directed share issue to Gofore itself without consideration, in which a total of 228,332 new shares in the company will be issued. At the same time, Gofore's Board of Directors has decided on a directed share issue to Esentri AG's majority sellers as part of the payment of the purchase price, issuing Gofore shares previously issued in the above share issue directed to the company itself. Esentri AG's majority sellers will subscribe for Gofore shares if the transaction is completed.
The subscription price of the share issue is EUR 13.17 per share, which is based on the volume-weighted average price of Gofore shares for the time period of 30 business days preceding 15 December 2025 (inclusive). As the share issue is being carried out in order to complete the transaction, there is a weighty financial reason for directing the share issue.
The majority sellers will commit in connection with the completion of the transaction to a transfer restriction for a period of 24 months from the completion of the transaction, during which the shares they have received in the share issue may not be transferred.
The new Gofore shares will be entered in the Trade Register on or about 29 December 2025. Gofore will apply for the listing of the new shares on the main market of Nasdaq Helsinki Ltd, and trading in the new Gofore shares is expected to commence on or about 30 December 2025. After the registration of the shares, the total number of Gofore shares will be 16,241,423. The new shares will represent approximately 1.4 percent of the company's share capital after the registration of the new shares.
Further enquiries
Mikael Nylund, CEO, Gofore Plc
tel. +358 40 540 2280
mikael.nylund@gofore.com
Contacts
- Emmi Berlin, IR & PR Lead, +358400903260, emmi.berlin@gofore.com
About Gofore Oyj
Gofore is an international digital transformation consultancy with Finnish roots. We employ nearly 1,800 experts across 23 cities in Finland, Germany, Austria, Czech Republic, Spain, and Estonia. With our technology and business expertise, we work for functional, secure and equal services for the digital society and sustainable solutions for the intelligent industry. Our diverse group of professionals share a pioneering ambition to create a more humane and responsible digital world. Our values guide our business: Gofore is a great workplace that thrives on customer success. In 2024, our net sales amounted to EUR 186,2 million. Gofore Plc’s share is listed on the Nasdaq Helsinki Ltd. in Finland. Our vision is to be the most significant digital transformation consultancy in Europe.