The maximum debt-free transaction value before purchase price adjustments is EUR 15.5 million, comprising a base purchase price of EUR 11.5 million and a conditional earn-out of EUR 4.0 million.

• Before purchase price adjustments, both the base purchase price and the earn-out will be paid 50 percent in cash and 50 percent in new shares in EQ Plc.

• Upon closing of the transaction, Genesta’s current shareholders Caprock Ventures AB, Philip Björk Invest II AB, Pinetwig AB and Ted Söderlund Invest AB would become shareholders in EQ through the share consideration. The sellers have undertaken to comply with transfer restrictions applying to the shares. Genesta’s partners David C. Neil, Philip Björk, Daniel Tallqvist and Ted Söderlund are committed to continuing the long-term development of the business as part of EQ.

If completed, the transaction will support the implementation of EQ’s Strategy 2030 – Return to Strong Growth. Founded in 2003, Genesta is a Nordic real estate investment manager managing three real estate funds and approximately EUR 1 billion in assets. The company has 30 employees and offices in Stockholm, Helsinki, Oslo, Copenhagen and Luxembourg. The net sales of the company’s asset management business in 2025 were approximately EUR 9.6 million (EUR 9.1 million in 2024), and operating profit was approximately EUR 2.7 million (EUR 2.5 million in 2024).

Genesta has more than 20 institutional investor clients, primarily European pension investors, as well as long-standing investor relationships and an extensive international investor network. Genesta’s Nordic organisation, international investor base and Luxembourg fund platform are expected to complement EQ’s existing strengths in private markets investing and support the development and international distribution of new products. EQ’s strategic targets for 2030 remain unchanged.

“In line with EQ’s strategy, we are pursuing growth through, among other things, international institutional client relationships, particularly in private equity and real estate investing, and by strengthening EQ’s position as a leading real estate asset manager. The acquisition of Genesta is the first step in building an international private markets growth platform and expanding our real estate asset management business into a Nordic-wide operation. Genesta’s institutional client relationships and networks, highly skilled personnel and Luxembourg fund platform support the implementation of EQ’s strategy and its international expansion,” says Jouko Pölönen, CEO of EQ Plc.

“EQ’s strategy, culture and long-term approach make it a strong owner for Genesta. Together, we can strengthen our position in asset management and grow the business internationally. Joining forces with EQ will provide our clients with a significantly broader service offering and create development opportunities for our personnel as part of a larger organisation,” says David C. Neil, CEO of Genesta.

The maximum debt-free transaction value before purchase price adjustments is EUR 15.5 million. The base purchase price is EUR 11.5 million, and the conditional earn-out is EUR 4.0 million.

Before purchase price adjustments, the base purchase price will be paid 50 percent in cash and 50 percent in new shares in EQ Plc. The base purchase price comprises a cash component of approximately EUR 5.75 million and 680 471 new shares in EQ Plc, with a subscription price of EUR 8.45 per share, to be paid as a contribution in kind at the closing. The subscription price is based on the 30-trading-day volume-weighted average price of the EQ Plc share before signing of the share purchase agreement. In accordance with the share purchase agreement, the cash consideration will be adjusted after closing on the basis of net debt and net working capital. The number of new shares is fixed and will not be subject to adjustment.

The earn-out is based on the achievement of agreed fundraising targets within two years following closing of the transaction and will be paid in full if its conditions are met. The earn-out will be paid 50 percent in cash and 50 percent in new shares in EQ Plc. The subscription price for each earn-out share will be based on the 30-trading-day volume-weighted average price of the EQ Plc share. This 30-trading-day period will be calculated backwards from the date on which the obligation to pay the earn-out is finally confirmed in accordance with the share purchase agreement, at which time the number of earn-out shares will also be determined.

The cash consideration and the cash component of any earn-out will be financed from EQ’s cash reserves and, if necessary, with debt financing. Subject to fulfilment of the conditions precedent to closing of the transaction, the new shares will be issued in connection with closing. The issuance of the earn-out shares will be decided separately if the conditions for the earn-out are met.

The transaction is not expected to affect EQ’s outlook for 2026. Closing of the transaction is subject to, among other things, the receipt of the necessary regulatory approvals and the fulfilment of certain customary conditions precedent. The transaction is expected to close at the latest during the first quarter of 2027.