Everfex Earn-out Update
Fiinu Plc announced an update regarding the earn-out condition for its Polish subsidiary, Everfex P.S.A., confirming an independently verified SME client order book of approximately €340 million as of December 31, 2025. This figure falls short of the €750 million threshold required for the issuance of 20 million additional consideration shares to Granicus Holdings OŰ. Despite not meeting the earn-out, the company views the verified order book as a positive validation of its governance and a demonstration of meaningful commercial traction and demand for its currency hedging and foreign exchange solutions. Fiinu is also commencing recruitment for a Country Manager in Poland to support future growth and accelerate pipeline conversion.
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Fiinu Plc (AIM: BANK) announces an update in respect of the earn-out condition relating to the acquisition of its Polish operating subsidiary, Everfex P.S.A. ("Everfex"), the completion of an independent verification of Everfex's SME client order book, and the commencement of recruitment for a Country Manager in Poland.
Pursuant to the Share Purchase Agreement dated 7 August 2025, an independent review of Everfex's SME client order book has been completed by an external professional adviser, applying the same methodology used during the pre-acquisition due diligence process. The review confirmed an aggregate order book of approximately €340 million as at 31 December 2025.
The earn-out condition required an aggregate order book of not less than €750 million at 31 December 2025. As this threshold was not met, none of the 20 million additional consideration shares will be issued to Granicus Holdings OŰ.
The Board considers the independent verification process to be a positive validation of Fiinu's governance framework, methodological consistency, and commitment to external assurance. The confirmed €340 million of contracted and credit-approved SME orders demonstrates meaningful commercial traction and evidences credible demand for Fiinu's currency hedging and foreign exchange solutions within the Polish SME market.
Since acquisition, Everfex has continued to strengthen its operating controls, enhance client quality, and deepen commercial relationships under the Group's current management. To support the next phase of execution and accelerate conversion of pipeline opportunities, Fiinu has commenced the recruitment of an experienced Country Manager for Poland. This appointment is expected to strengthen local leadership capability and support sustainable order book growth.
Dr Marko Sjoblom, Chief Executive Officer of Fiinu Plc, commented:
"The independently verified order book confirms a solid commercial foundation and growing demand among Polish SMEs. It reflects the disciplined, transparent approach Fiinu has applied since acquiring Everfex and provides a strong platform for future growth. With the recruitment of a Country Manager underway and continued execution focus across the Group, we believe Fiinu is well positioned to build long-term shareholder value."
The Directors of the Company are responsible for the release of this announcement.
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