Ease2pay announces intended acquisition of Involtum and capital raise to accelerate growth - Seite 3

The Company has obtained commitments from the intended subscribers in the Private Placement. Following the Private Placement, the Company is expected to have a total of 23,542,215 shares outstanding, including both listed ordinary shares and non-listed shares.

Conversion of non-listed shares to listed ordinary shares

The Company will seek admission to listing and trading of the new non-listed shares from the Transaction and the Private Placement on Euronext Amsterdam following the publication of an approved prospectus which is expected to occur in the second quarter of 2022. As a result, the new non-listed shares will be converted, and subsequently admitted to listing and trading on Euronext Amsterdam together with the listed ordinary shares.

Approval of the general meeting of Ease2pay

The consummation of the Transaction, the conversion of the existing shareholder loan with The Internet of Cars and the Private Placement are subject to approval by the Company's general meeting of shareholders. Ease2pay will convene an extraordinary general meeting, which is expected to take place in January 2022. Major shareholders from Ease2pay representing 74,5% of the share capital have provided voting commitments in favour of the Transaction. Publication of all relevant materials for the extraordinary general meeting will follow in due course.

Lock-up Commitments

Certain Involtum Shareholders and The Internet of Cars, all expected to be represented in the future management team of Ease2pay, have each agreed to not sell or otherwise dispose of any shares Ease2pay following the Transaction and the Private Placement up to and including one (1) year following the issuance of the new non-listed shares (the “Lock-up Commitments”).

About Involtum Holding B.V.
Involtum is an innovator in IoT smart activation and transaction services, providing an integrated billing
and payment platform which enables service providers to develop and improve shared use services and new energy transition business models. With customers in sectors ranging from industrial shipping & road transport to leisure marinas and laundromats, Involtum understands the power that comes from connectivity.

About Ease2pay N.V. 
Ease2pay is an innovative payment service provider seeking to make electronic payments cheaper for both consumers and retailers. Ease2pay’s proprietary mobile payment and loyalty platform turns every smartphone into a secure pin terminal via an app that allows consumers to order, pay and save using their smartphones, eliminating the need for point-of-sale equipment.