Imsys AB has the intention to purchase ForensIQ One AB through own shares to a sum of 25,2 MSEK
Through this purchase, Imsys gains access to products, human resources and technical solutions that already have existing customers and in a large, global growing market. It will facilitate for Imsys to continue working with, above all, software development due to ForensIQ One's solutions, them being strong within user friendliness and allowing Imsys to sharpen their sales focus for ForensIQ One. One last area of cooperation is for the two companies to work more efficiently with allocation of resources, administration and marketing.
The agreement and terms of the transaction
Imsys AB acquires, through own shares at a price of SEK 25.2 million, the company ForensIQ One. The purchase price shall be paid by payment of shares in Imsys AB. A total of 18 million shares in Imsys AB shall be issued, where each share has a price of one krona forty öre (1.40).
The purchase price is negotiated between the parties. Magnus Stuart being a boardmember in Imsys, as well as the Chairman of the Board at ForensIQ One has not taken part in any negotiations as he is deemed closely related ('närstående').
This decision will be made in an extra shareholder's meeting very soon. Also we will conduct an independent appraisal.
The basis for the purchase price are, among other things, the following considerations:
· Expected to add revenue through the acquisition of approximately SEK 4 million for 2023 with future growth
· The development work that has been done in the company
· Staff in the purchased company add skills that are difficult to link to the company in any other way in the current recruitment situation
Closing of the share transaction shall take place in Stockholm on February 16, 2023 and the purchase price shall be paid by the buyer on the closing date through a directed new issue of shares in Imsys AB to the respective seller. This results in a dilution of approximately 59.4 percent of the share capital and total number of votes.
The purchase price shall accrue to the sellers in proportion to their ownership of the shares as of the closing date. ForensIQ One has a share capital of SEK 56,428 divided into 65,074 shares. Shareholders are Brewitz Technologies AB (Forensiq ONE's CEO Micael Brewitz) which has 76% of the share capital, and about 10 small shareholders.
Imsys AB's Annual General Meeting (221020) resolved to authorize the Board of Directors, during the period until the next Annual General Meeting, on one or more occasions, with or without deviation from the shareholders' preferential rights, to resolve on the issue of shares, convertibles and/or warrants and/or other financial instruments.
Background and Rationale
With this purchase, Imsys gains access to products and technology that already have existing customers and this in a large, global market with growth. It will be easier for Imsys to continue working with software in particular thanks to ForensIQ One's solutions as they are strong on, for example, user-friendliness and where Imsys can further sharpen the sales focus. A final major area of cooperation is to work more efficiently with resource allocation, administration and marketing.
The companies' joint plans are to continue to work (as Imsys AB is also already approaching its market) to build deep and long-term relationships with its customers and sell worldwide, with the help of local retailers. ForensIQ One has in a short time built up a strong network / ecosystem to serve its customers on a local level and is something that will also be reused by Imsys AB. The two biggest areas of cooperation are processing data, as well as obtaining 'the right information' (i.e. exformation).
Information about ForensIQ One
ForensIQ One works in digital forensics and already has a very promising customer list with almost a hundred different police agencies at national, federal and regional level all over the world that both buy and evaluate the products. The business concept is to simplify and improve the digital part of evidence in criminal investigations. Today's digital forensics is so data-intensive and there ForensIQ One's various products facilitate to process all information and find the "right" data. This is in line with the products and services that Imsys AB works with, i.e. processing large amounts of data.
Today, ForensIQ One has two products: Case Investigator, which is the cornerstone of the product portfolio and is a desktop application. It is used to display data harmonized from various forensic tools in a user-friendly interface. Case Processing Server is the next part, it is a product for processing different data formats generated by various forensic tools. Under development is Case Investigator Server, which is a major investigative platform.
ForensIQ One with its products has extensive experience with forensic tools and is already well positioned in various purchasing and testing processes on the market, ie customers have already given the "thumbs up" for ForensIQ One. Furthermore, the company already has agreements with retailers in over 20 countries.
ForensIQ One was founded in 2019, has two full-time employees and had net sales of SEK 128,160 in the current financial year (until 221231), total assets/equity of SEK 4,407,926 and an equity/assets ratio of 11% (OBS preliminary).
Information about Imsys AB
Imsys AB, founded in 1981, designs and sells microprocessors and employs both software and hardware teams. The team of a total of about 20 people has just the other day launched their latest product IM4000. This is a brand new 'dual core' microprocessor that is energy efficient, small and easily programmable, i.e. simple to tailor to the customer's specific needs.
The company has a number of different customers internationally and during the autumn received extended confidence with an order of approximately SEK 600,000 from the Norwegian customer NEO Monitors AS. Furthermore, Imsys received approximately SEK 30 million in a new share issue at the beginning of July last year.
As already mentioned, the plans are first and foremost to increase sales in both companies and use resources to invest in continued research and development, to together become more efficient and better at product development in both software and hardware, while these two small, engineering-heavy Swedish technology companies get a common platform regarding administration and corporate functions. As both businesses have many overlapping focus areas, this acquisition will lead to better and more efficient resource allocation.
The Companies' comments
"We see many common advantages and increased strengths by collaborating and will first and foremost strengthen sales. I am impressed by how far ForensIQ One has come in just a couple of years, they are far ahead in a very attractive market with strong growth and we look forward to creating economies of scale and attractive cross feretilizations together", says Imsys' CEO Jonas Wærn.
"Gaining a larger context and gaining access to Imsys' know-how and organization, will not only give us economies of scale, but also new access to cutting-edge expertise, which will strengthen both our sales organization and our future product development", says Micael Brewitz CEO of ForensIQ One.
This information is information that IMSYS AB is required to disclose by the EU Market Abuse Regulation. The information was provided by the above contact person, for publication on January 19 at 16:00.
For more information, please contact:
Jonas Waern Chief Executive Officer
+46 703 228 663
Imsys AB (publ) is a Swedish AI-company that develops, designs and sells a self-created flexible microprocessor historically used for highly specialized applications. This has drastically changed during the past years and nowadays the customers are found within artificial intelligence, AI. Imsys' customers are from all sorts of segments in the industrialized world and are active within image sensing, functional safety in Automotive, safety and security solutions and smart sensors, but also within mobile communication (5G), medical image analysis, blockchain-solutions, dynamic pricing and applications that demand massive calculations
Få löpande information från Imsys via e-post.