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Transaction · 2026

Ownership distribution through purchase rights

Listed technology company

Structure, shareholder resolutions, information memorandum and execution plan for the distribution of ownership in a subsidiary through purchase rights.

First North / ownership distribution2026
TransactionOwnership distribution
InstrumentPurchase rights
Main documentInformation memorandum
Next phaseSeparate listing track

01 · Starting point

What the company faced.

A First North-listed company wanted to simplify its group and create a route for a subsidiary to operate independently. The parent company's shareholders would be given an opportunity to become direct owners through an offer based on purchase rights. The ownership distribution formed part of a wider strategic process and had to remain separate from a parallel capital raise and from any future listing of the subsidiary.

02 · What we did

Concrete workstreams.

The scope below describes the public and high-level elements of the assignment.

  • Structuring the approval path, terms and dependencies between the ownership distribution, a parallel capital raise and the intended subsequent listing process.
  • Notice, board and shareholder materials for the share transfer and related corporate actions.
  • An information memorandum covering the transaction structure, terms, risks, capitalisation and practical instructions.
  • Coordination of the record date, allocation and trading of purchase rights, application period and payment.
  • Announcements and other market communications clearly distinguishing between the separate transaction tracks.
  • Ongoing coordination of MAR questions, the guarantee structure, responsibilities between parties and deliverables for each public milestone.

03 · Transaction path

From resolution to execution.

The principal public milestones. Each date depended on documents, reconciliations and deliverables being completed in the correct order.

  1. 01

    Defining the transaction

    The ownership distribution was defined as a separate track with its own terms and a clear relationship to the intended listing process.

  2. 02

    Board and general meeting

    Decision materials, notice and complete proposals were coordinated so that the transfer could be approved under company law.

  3. 03

    Record date and purchase rights

    Rights were allocated to the parent company's shareholders and the practical application and payment chain opened.

  4. 04

    Memorandum and market communication

    The information memorandum, rights trading and continuing communications followed one transaction calendar.

04 · Execution

How the process stayed aligned.

The transaction was divided into clear resolution packages but governed through one master timetable. Each step identified the legal condition to be satisfied, the document to be published, the party responsible for the data and the point at which the market had to be informed. The core terms were locked in one source and reused in shareholder materials, the memorandum, application documents and announcements. The parallel capital raise retained a separate calendar and separate messaging to reduce the risk of confusion.

05 · Outcome

What actually happened.

The ownership distribution was approved by the general meeting and executed through an offer to the parent company's existing shareholders. The information memorandum, rights trading and application period could be handled as one coherent flow. Any future admission of the subsidiary's shares to trading remained a separate subsequent step and is therefore not described as a completed outcome in this case.

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