Huddlestock Fintech: 05.07.2022 Huddlestock acquires Trac Services and Tracs Technology. Gets a full investment banking license

PRESS RELEASE

(Stavanger, NORWAY – 5 July 2022) Huddlestock Fintech AS (OSE: HUDL) acquires Trac Services and Tracs Technology. Gets a full investment banking license.

With reference to the stock exchange announcement on 12.05.2022, Huddlestock Fintech AS (“Huddlestock”), a supplier of innovative technology solutions to the capital markets, the financial and asset management industry, has the pleasure of announcing that a final and binding agreement to acquire 100% of the shares in Trac Services AS and Tracs Technology AS (the “Shares” and / or “Tracs”), as well as their regulatory licenses, are signed.

The highly complementary acquisition adds a fully operational service organization, regulatory licenses, financial technology and a range of complementary asset management products to Huddlestock’s existing portfolio. At the end of 2021, Tracs had NOK 4 billion in total assets and delivered NOK 14.1 million in annual recurring income. Along with this acquisition, eight highly specialized and committed employees will join Huddlestock from Tracs’, bringing the total number of Huddlestock employees to 70 people. Huddlestock’s management sees significant opportunities to scale and increase the new groups’ revenue base and margins. The merged group’s revenue target for 2022 of NOK 75 million is maintained.

“This is another milestone for the company and shows that we are delivering on our goals and objectives. We are now a fully licensed investment banking group with expanded capabilities, just as we said we would achieve in our last round of financing in December 2021. Our annual recurring revenue is expected to increase by NOK 14.1 million this year alone due to this transaction. to build a solid and valuable business, “said John E. Skajem, CEO of Huddlestock.

“There are strong synergies between Huddlestock and Tracs. We see significant customer opportunities to increase revenues and margins, which allows for rapid expansion of the business. The combination of Huddlestock and Tracs, will create one of the largest B2B Fintech suppliers in Europe. As institutional and long-term investors, we strongly believe in the value proposition of Huddlestock, and see a profitable future together, says Jan Sigurd Vigmostad, chairman of the board of Trac Services AS and Tracs Technology AS.

The final agreement has the following main content:

• At the close, Huddlestock will issue 12,732,819 shares, in whole or in part, potentially replaced by treasury shares, as consideration for the acquired shares (“Remuneration shares“);
• In the event that the consolidated income for Huddlestock is equal to or exceeds NOK 100 million with an EBITDA margin equal to or above 5% for the financial year 2023, the sellers are entitled to an additional 4,375,539 shares in Huddlestock to be issued in a private placement (“Earn shares“);
• Both the Remuneration Shares and the Earn Out Shares will be subject to one 12-month locking scheme from the date of issue;
• A precedent for the Sellers is that Njord, through support from other shareholders in the Buyer, succeeds in appointing two board members to the Buyer at Closing.

In a separate part, Njord Group AS (“Njord“) has agreed to purchase an additional 1,923,077 shares in Huddlestock Fintech at a price of NOK 2.60 per share, and a total consideration of NOK 5,000,000 (“Private investment shares“) at the conclusion of Huddlestock’s acquisition of Trac Services and Tracs Technology

Huddlestock Fintech AS is registered in Norway no. 821 888 522. Registered office: Gamle Forusveien 53b, 4031 Stavanger, Norway

shares will be issued to Njord in a private placement and take Njord’s total ownership interest in Huddlestock after close to 8.80%.

As a holder of licenses regulated by Finanstilsynet and contained in accordance with the Securities Act, Huddlestock’s proposed acquisition of Trac Services AS triggers a change of ownership clause. The agreement on the acquisition of Trac Services AS and Tracs Technology AS is subject to approval by Finanstilsynet.

For further information, please contact:

CONTACTS:

John E. Skajem, CEO, +47 418 87 412, [email protected]

Cecilia Luras, Director of Strategy and Investor Relations, +47 951 45 382, [email protected]

To see all press and investor announcements, please take a look at the investor relations section of our corporate website www.huddlestock.com/investor-relations

About Huddlestock Fintech:

Huddlestock Fintech is an innovative technology software provider with a leading expert business in professional services. We deliver innovative and sustainable technology solutions to the capital markets, the financial and asset management industry.

Through its technology offering, Huddlestock offers an innovative, compatible and data-centric WealthTech SaaS, which accelerates the digital transformation and trends of hyperpersonalization and on-demand banking services in the asset management industry. Huddlestock’s SaaS strengthens the integration of affordable, efficient white-label trading and investment services, which underpin Huddlestock’s mission to deliver financial inclusion by democratizing access to capital markets.

Through its world-class professional services, Huddlestock delivers strategic technology solutions and process automation to the financial industry. This range of services has driven Huddlestock to become the preferred provider of financial consulting services and technology solutions in the Nordic region. Huddlestock Fintech AS was listed on the Euronext Growth Market on 26 November 2020, as Norway’s first fintech company to be listed on the stock exchange.

For more information, please visit www.huddlestock.com

The announcement is made by the contact persons indicated above.

Huddlestock Fintech AS is registered in Norway no. 821 888 522. Registered office: Gamle Forusveien 53b, 4031 Stavanger, Norway