Assignments January 31, 2019

Cirio legal advisor to Artificial Solutions and selling shareholders in connection with the reverse takeover of Indentive

Cirio is legal advisor to Artificial Solutions and selling shareholders in connection with Artificial Solutions’ reverse takeover of Indentive, listed on Nasdaq First North, resulting in a new entity with first day of trading on Nasdaq First North to be expected on 12 March 2019.

The transaction implies in brief that Indentive has entered into an agreement with Scope Growth II L.P., Scope Growth III L.P. and other shareholders of Artificial Solutions, under which Indentive shall acquire all shares and warrants in Artificial Solutions. Indentive’s annual general meeting will be held on 28 February 2019 for resolution on, among other things, a share issue in kind as consideration for the securities in Artificial Solutions, following which the shareholders of Artificial Solutions will hold approximately 97.75 per cent of the shares in Indentive and the current shareholders of Indentive will hold approximately 2.25 per cent of the shares in Indentive. Based on the closing price on 25 January 2019, the Indentive shares to be issued are estimated to a value of approximately MSEK 798. The transaction is subject to the annual general meeting of Indentive resolving on the issue in kind, the distribution of the shares in Indentive Värdepapper AB to the shareholders of Indentive through a so called Lex Asea dividend distribution, and other resolutions related to the transaction. Due to the transaction, a new listing process of the new entity on Nasdaq First North is necessary. If Nasdaq approves the listing of the new entity, a company description will be published after the annual general meeting. First day of trading of the new entity on Nasdaq First North is expected to 12 March 2019.

Artificial Solutions® is a leading specialist in enterprise-strength Conversational AI, a form of Artificial Intelligence that allows people to communicate with applications, websites and devices in everyday, humanlike natural language via voice, text, touch or gesture input. Designed for the global enterprise, the company’s advanced conversational AI platform, Teneo®, allows business users and developers to collaborate on creating sophisticated, highly intelligent applications that can run across 35 languages, multiple platforms and channels in record time.

Cirio is legal advisor to Artificial Solutions and selling shareholders with a team headed by Annika Andersson (Capital Markets and Public M&A), together with Anton Knifström, Oliver Kronberg and Mimi Hörnmo (Capital Markets and Public M&A), Richard Perez, Johanna Permatz and Joakim Blecher (M&A), Yousef Chakir (Strategic Contracts), Fredrik Högstedt (Banking & Finance), Ulrica Salomon and Angelo Skog (Competition).

About Cirio
Cirio Law Firm was founded in Stockholm in 2019 and has around 125 employees. The law firm has a long heritage in Stockholm ranging back to 1918 and is one of the leading law firms within several areas of business law. Cirio offers legal advice in most areas of business law such as M&A and other transactions, operational and strategic business decisions, special situations such as dispute resolution and bankruptcies and collaborative innovation. The firm has special competence within business areas such as renewable energy, life science and digitalisation.

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