SignUp intends to list the company’s shares on Nasdaq First North Growth Market

The Offering in brief:

• The Offering is expected to be conducted at a fixed price of SEK 80 per share, corresponding to a total market value of the Company's shares of approximately SEK 1,600 million prior to the Offering.
• The Offering includes a new share issue that is expected to raise approximately SEK 175-201 million to the Company before deduction of costs relating to the Offering.
• In order to cover a potential over-allotment in connection with the Offering, the Company has undertaken to issue an over-allotment option (the “Over-allotment Option”) to Pareto Securities to sell additional new shares corresponding to up to 15 percent of the Offering.
• Prior to the Offering, three investors have undertaken to subscribe for shares under certain conditions, and at the same price as other investors, corresponding to a total value of SEK 105 million. The three investors’ commitments are distributed as follows:
• Creades AB (publ) via endowment insurance: SEK 40 million
• Joh. Berenberg, Gossler & Co. KG (Asset Management): SEK 40 million
• Nordea Asset Management: SEK 25 million
• Full terms and conditions for the Offering will be available in the prospectus which is expected to be published 15 November 2021.
• The Offering is directed to the general public in Sweden as well as institutional investors in Sweden and internationally.
• First day of trading in the Company's shares on Nasdaq First North Growth Market is expected in the end of November 2021.

Background to the Offering
SignUp's Board of Directors and Management are of the opinion that the Offering, together with a broader ownership of the Company's shares, will positively contribute to the Company's continued growth and development. A broadening of the ownership of the Company's shares contributes to increased credibility and awarenes as well as a quality stamp that the Company believes will benefit both customer and supplier relationships and assist in attracting and retaining staff.

The Offering is expected to provide SignUp with approximately SEK 175-201 million, before usual issue costs, depending on the extent to which the Over-allotment Option is exercised. The issue costs are estimated to amount to approximately SEK 14 million, hence the Offering is expected to provide SignUp with net proceeds of approximately SEK 161 million (excluding the Over-allotment Option). As the Company is already cash flow positive, the Company intends to use all of the expected net proceeds from the Offering to make potential selective additional acquisitions to further accelerate growth.

Olof Hedin, CEO, comments:
"SignUp started automating financial processes through the product ExFlow 20 years ago. Today we have 1,100 customers and 90 partners around the world, which give us a stable foundation for continued expansion. In recent years, demand has accelerated for solutions that help companies and organizations work more decentralized, faster, more securely and with better control and traceability. This is exactly what SignUp can deliver through a SaaS (Software as a Service) service built into Microsoft's ERP Dynamics. I look forward to continuing to develop both our product range and the organization to the next level and the IPO is an important step for the Company's continued development.”

Göran Garvner, Chairman of the board, comments:
“With proud eyes, we can now look back in our history and see that some of our early decisions were very successful, e.g. to only rent out our products and create what we now call ARR, have a strong cash flow and conduct sales and marketing via the Microsoft partner channel that is available worldwide. With new shareholders and stronger resources, we will increase the pace but still have the above leitmotifs as a basis for our business. At SignUp, we are convinced that the future will be at least as bright as our fine history ”

About SignUp Software AB (publ)
SignUp is a fast-growing software company that offers a comprehensive solution, ExFlow, for accounts payable automation built into Microsoft's ERP Dynamics. The Company has established itself as a global player with a number of large companies as customers and several partnerships through, among others, TietoEvry, CGI and Columbus. SignUp was founded in 1999 and is a global company with 86 full-time employees, headquartered in Sundbyberg, Sweden, with additional offices in Denmark, Australia, the Netherlands and the USA. During January - September 2021, the Company's net sales amounted to approximately SEK 134 million, which corresponds to an organic net sales growth of 23.6 percent with an EBITA margin of approximately 19.7 percent and annual recurring revenue ("ARR") per 30 September 2021 of SEK 174 million.

Financial targets
SignUp has set the following medium term financial goals[1]:

• In the medium term, ARR shall grow by at least 25 percent organically per year.
• Achieve an EBITA margin in the medium term of approximately 20 percent, however, the margin in the short term will be negatively affected by growth investments (organic and / or acquisitions) that the Company deems are creating long-term value for shareholders.
• The company's dividend policy is to distribute at least 25 percent of earnings per share in the medium term.

Advisors
Pareto acted as Sole Global Coordinator och Sole Bookrunner, Setterwalls Advokatbyrå is the legal advisor to the Company and Baker McKenzie is the legal advisor to Pareto in connection with the Offering. FNCA Sverige AB is the Company's certified advisor and can be contacted at info@fnca.se or +46 8 528 00 399.