Today at 10:00, IPAS INDEXO, the parent company of the INDEXO financial services group, launches a voluntary share buyback offer to AS DelfinGroup, which will run until December 8 at 15:30. The purpose of INDEXO’s offer is to acquire a majority stake in DelfinGroup and create a leading locally-owned financial services group by leveraging the synergies that cooperation between the two financial groups would provide.
At the same time, from today, November 24, until December 5, INDEXO is also conducting a public capital raise by issuing new shares. INDEXO plans to raise up to €7.5 million, with the new issue share price set at €10.15. The raised capital will be used to implement the DelfinGroup share buyback offer and further develop INDEXO Bank, including increasing its lending volumes. This is expected to be one of the last public capital raises, as future growth will be financed from profits.
As part of the DelfinGroup voluntary share buyback transaction, DelfinGroup shareholders will be offered to exchange 7.3 AS DelfinGroup shares for one IPAS INDEXO share. Alternatively, DelfinGroup shareholders will have the option to sell their DelfinGroup shares at a price of €1.30 per share, subject to the terms and conditions of the prospectus. A third option is to keep their existing DelfinGroup shares and continue participating in DelfinGroup’s growth. INDEXO notes that the start and end times of the offer may vary depending on the securities broker chosen by the shareholder.
“This is the first voluntary share buyback transaction of this scale in the Latvian capital market. Our goal is to increase the value of both groups by combining their strengths and complementary business lines. INDEXO has a strong position in the pension market and a rapidly growing INDEXO Bank, while DelfinGroup has a successful consumer lending business with an extensive branch network. We invite DelfinGroup shareholders to choose share exchange and join the INDEXO shareholder community so that together we can increase the company’s value,” says Henrik Karmo, Chairman of the Management Board of IPAS INDEXO and one of INDEXO’s founders.
INDEXO has already received commitments from major DelfinGroup shareholders to exchange a total of around 62% of DelfinGroup shares for INDEXO shares, providing confidence that the transaction will be successfully completed. After the voluntary share buyback offer, a mandatory buyback offer will follow, and INDEXO has already secured financing for the share buyback transactions.
“We see significant synergy opportunities in product portfolio development, marketing, and fundraising. The transaction will also bring clear financial benefits to both parties. Specifically, by acquiring a majority stake in AS DelfinGroup, INDEXO would receive a steady dividend flow, enabling faster growth of AS INDEXO Bank by reinvesting profits into lending and development. Meanwhile, DelfinGroup will gain access to significantly cheaper financing, which will not only strengthen its financial indicators but also open up new growth opportunities,” says Valdis Siksnis, Chairman of the Management Board of AS INDEXO Bank and one of INDEXO’s founders.
To submit an order for DelfinGroup share exchange or sale, shareholders should log in to the internet bank where their DelfinGroup shares are held and select the appropriate order – for share exchange or sale – from the list of current offers. To subscribe to INDEXO’s new share issue, shareholders should log in to the internet bank where their investment or securities account is opened and submit an order to purchase IPAS INDEXO’s new issue shares with ISIN code LV0000107860. Detailed instructions can be found on INDEXO’s website (www.indexo.lv/en/for-investors/)
The results of the voluntary DelfinGroup share buyback offer are expected to be announced on December 10, with settlements completed on December 15. The results of INDEXO’s new share issue will be announced on December 8, with settlements completed on December 10.
Tomorrow, November 25, at 10:00 in Latvian and at 14:00 in English, online webinars will be held where INDEXO will present its Q3 2025 results, the DelfinGroup offer and information for INDEXO shareholders, as well as details about the new INDEXO share issue. Representatives from both INDEXO and DelfinGroup management will participate in the webinars.
Disclaimer: The prospectus for the voluntary share buyback offer is published on INDEXO’s website (www.indexo.lv/en/for-investors/) and attached to this announcement.
To issue the shares that IPAS INDEXO offers in exchange for DelfinGroup shares, an Exemption Document from the obligation to publish a prospectus has been prepared, describing the planned transaction and its impact. The Exemption Document is published on INDEXO’s website (www.indexo.lv/en/for-investors/) and attached to this announcement.
The public share issue prospectus of IPAS INDEXO (consisting of the Securities Description and Summary, as well as Second Supplement to the Universal Registration Document) is published on INDEXO’s website (www.indexo.lv/en/for-investors/) and attached to this announcement.
