ADMICOM OYJ’S FINANCIAL STATEMENTS RELEASE 2024: Internationalization started with acquisition of Bauhub. Annual recurring revenue grew by 10% and full year adjusted EBITDA at 35%.

Unofficial translation of Admicom Oyj’s financial statements release on January 23, 2025 at 8:00 EET. In case the document differs from the original, the Finnish version prevails.

An investor call on Admicom's Q4 and full year results will be held on January 23, 2025 at 10 AM EET. You can register for the event via this link: https://admicom.events.inderes.com/q4-2024.

Figures in parenthesis refer to the comparable period in the previous year, unless otherwise stated.

October – December 2024 (Q4) summary:

• Annual recurring revenue (ARR)¹⁾ increased by 9.8% and was EUR 35.7 million (32.5).
• Recurring revenue²⁾ increased by 8.9% and was EUR 8.3 million (7.6).
• Revenue increased by 7.5% and was EUR 8.8 million (8.2).

• Adjusted EBITDA³⁾ was EUR 2.5 million (2.4), or 28.4% of revenue (29.8%). Adjustments to EBITDA were EUR 245 thousand.

• Adjusted EBIT³⁾ was EUR 1.5 million (0.7), or 17.2% of revenue (8.8%).
• Earnings per share were EUR 0.19 (0.09).
• In October, Mr. Simo Leisti was appointed as Group CEO of Admicom as of January 1, 2025. CFO Satu Helamo has acted as interim CEO.
• In November, Mr. Teemu Uusitalo was appointed as Chief Product Officer (CPO) and member of the Group Leadership Team as of January 1, 2025.
• In December, Admicom completed the first international acquisition of its history by acquiring the entire share capital of Estonian Bauhub OÜ. The acquisition is strategically significant as it ties together the previous project management product portfolio and broadens Admicom’s international growth opportunities. Bauhub has been consolidated in the Group financials from the acquisition date December 12, 2024. Bauhub generated EUR 63 thousand to Group’s revenue and EUR 1.5 million to Group’s ARR.

January – December 2024 summary:

• Annual recurring revenue (ARR)¹⁾ increased by 9.8% and was EUR 35.7 million (32.5).
• Recurring revenue²⁾ increased by 5.1% and was EUR 33.6 million (31.9).
• Revenue increased by 3.6 % and was EUR 35.6 million (34.3).
• Adjusted EBITDA³⁾ was EUR 12.4 million (12.8), or 34.8% of revenue (37.3%). Adjustments to EBITDA were EUR 326 thousand.
• Adjusted EBIT³⁾ was EUR 8.6 million (8.8), or 24.1% of revenue (25.7%).
• Earnings per share were EUR 1.18 (1.27).
• Admicom signed a contract with a large Swedish construction company operating in the Nordic countries for Admicom's project management solution package for its group-wide use.
• Admicom strengthened its forerunner position in construction technology solutions by acquiring asset management and IoT-solution company Trackinno Oy. Trackinno has been consolidated in the Group financials from the acquisition date January 19, 2024. Trackinno generated EUR 0.6 million to Group’s revenue and EUR 0.6 million to Group’s ARR.
• Helena Marjokorpi (MSc) was appointed as Head of People Operations and a member of Admicom Oyj’s Leadership Team as of January 1, 2024.
• The Board of Directors of the parent company proposes a dividend of EUR 0,65 per registered share to be paid for the financial year 2024.

¹⁾ Annual Recurring Revenue = Monthly recurring revenue (MRR) at the end of the period multiplied by 12 and added with revenues from annual adjustment fees and financial statement fees during last twelve months.

²⁾ Recurring Revenue = Monthly recurring revenue added with revenues from annual adjustment fees and financial statement fees.

³⁾ Admicom reports Adjusted EBITDA and EBIT as alternative performance measures to improve comparability between periods. Adjustments are material items outside the normal course of business. They can include costs related to mergers and acquisitions, gains and losses from material divestments, restructuring costs, impairment losses and other unusual, one-off items.

Key figures 

ADMICOM GROUP (EUR 1,000 unless otherwise stated)	10-12/2024	10-12/2023	Change %	7-12/2024	7-12/2023	Change %	2024	2023	Change %
ARR, MEUR	35.7	32.5	9.8%	35.7	32.5	9.8%	35.7	32.5	9.8%
Revenue	8 808	8 194	7.5%	17 488	16 696	4.7%	35 572	34 321	3.6%
Recurring revenue	8 307	7 631	8.9%	16 552	15 633	5.9%	33 561	31 936	5.1%
Adjusted EBITDA	2 504	2 443	2.5%	6 097	6 205	-1.7%	12 395	12 800	-3.2%
% of revenue	28.4%	29.8%		34.9%	37.2%		34.8%	37.3%
EBITDA	2 258	2 443	-7.5%	5 852	6 205	-5.7%	12 069	12 800	-5.7%
% of revenue	25.6%	29.8%		33.5%	37.2%		33.9%	37.3%
Adjusted EBIT	1 517	721	110.5%	4 159	3 724	11.7%	8 561	8 823	-3.0%
% of revenue	17.2%	8.8%		23.8%	22.3%		24.1%	25.7%
EBIT	1 272	721	76.5%	3 914	3 724	5.1%	8 235	8 823	-6.7%
% of revenue	14.4%	8.8%		22.4%	22.3%		23.2%	25.7%
Profit for the period,	973	455	113.9%	2 884	2 649	8.9%	5 874	6 317	-7.0%
% of revenue	11.0%	5.5%		16.5%	15.9%		16.5%	18.4%
Earnings per share, EPS, EUR	0.19	0.09	113.7%	0.58	0.53	8.8%	1.18	1.27	-7.0%
Total balance sheet1)	43 497	38 678		43 497	38 678		43 497	38 678
Employees at the end of the period	306	271		306	271		306	271
Return on equity, %	12.5%	6.4%		18.9%	19.1%		19.1%	21.7%
Return on investment, %	14.2%	8.7%		22.4%	23.2%		23.5%	23.2%
Equity ratio, %1)	75.3%	76.3%		75.3%	76.3%		75.3%	76.3%
Net gearing, %	-15.6%	-19.9%		-15.6%	-19.9%		-15.6%	-19.9%
Number of shares at the end of the period, 1 000 pcs2)	5 005	4 986	0.4%	5 005	4986	0.4%	5 005	4 986	0.4%
Number of shares on average during the period, 1 000 pcs2)	4 991	4 986	0.08%	4 989	4 989	0.04%	4 987	4 986	0.02%

 ¹⁾ Total balance sheet for reporting period and comparison periods has been adjusted with unpaid deferred revenue according to Finnish Accounting Board statement (KILA 2056/13.2.2024). The amount of adjustment is EUR 1.9 million on December 31, 2023.

²⁾ In the share issue related to the acquisition of Bauhub, 18,867 new Admicom shares were registered.

 

CEO Simo Leisti:

“The final quarter of 2024 was significant in Admicom's strategy journey towards internationalization. In December, we were able to announce our first international acquisition when we signed an agreement to acquire the entire share capital of the Estonian Bauhub. The acquisition is more significant for Admicom than its size, as the software developed by Bauhub ties together the solutions of our previous project management portfolio and enables us to offer a more integrated and comprehensive software suite for our construction customers. The acquisition also expands Admicom's international growth opportunities and market potential.

In the fourth quarter, the growth of Annual Recurring Revenue (ARR) was slightly below our expectations. Growth was weakened especially by Ultima ERP system customers’ revenue-based contract updates and customer churn, which increased again after a good third quarter, especially due to bankruptcies. The negative impact of annual adjustment fees on ARR growth also continued, although the impact was clearly smaller than in the second and third quarters. Compared to the last quarter of the previous year, revenue increased by approximately 8%. Compared to other quarters, the development of total revenue in the fourth quarter is affected by the amount of annual adjustment fees, which is at the lowest level of the year due to seasonality.

The number of customers developed favourably towards the end of the year, and the growth in net customers was at the highest level of the year in the fourth quarter. The end of the year is typically slightly slower in terms of new deployments, but the lower number of churned customers led to a net increase in the number of customers. At the end of the year, the average deal size was also higher than in the previous quarter.

Towards the end of the year, we focused especially on increasing the sales pipeline, and we can be satisfied with the results we have achieved through our actions. At the end of the year, the pipeline was at the highest level of the whole year. In addition, we have been able to carry out planned recruitments in sales, and we are going into 2025 with stronger resourcing. The fourth-quarter sales results were reasonable, but fell slightly short of our targets.

In the previous quarter, we presented our vision for artificial intelligence for the first time. Utilizing AI in our products to significantly improve our customers’ productivity is one of the focus areas of our product development. Towards the end of the year, we proceeded with projects as planned, received first use cases for production, and feedback on our plans from customers has been enthusiastic and encouraging. With the decision to transfer our personnel providing external software development services to internal product development projects, we will increase our resources both in AI projects and in integrating Bauhub into our portfolio.

By the end of the year, Admicom has started rapidly integrating Bauhub into our product portfolio and company culture. Our employees in both Finland and Estonia are enthusiastic about the cooperation and the international opportunities of Admicom's business. The cultural work we have started during the year and the clarification of our values support us on our journey towards unified Admicom.

Even in challenging market environment, we reached our financial guidance for 2024, although organically we did not reach our own targets for ARR growth. During 2025, we will enter a phase of accelerating growth in our strategy and believe in our prerequisites to accelerate growth. At the same time, the outlook for the construction industry has become more positive, but there are still uncertainties related to the pace of market improvement. We expect churn due to bankruptcies to be higher than normal at least during the first half of the year.

During the past two years, Admicom has carried out long-term work to strengthen certain pillars of growth. We have invested especially in product development, customer experience, and sales and marketing. We believe that satisfied customers and strong customer retention will improve our capabilities in upsell and cross-selling, and alongside new customer acquisition, will be one of the most significant factors for our future growth. During 2025, our growth will be burdened by decreasing annual adjustment fees and the allocation of resources from the external software development service to internal development. Both also have a direct momentary impact on our profitability, which is why we do not target relatively improved profitability during 2025.

In October, Admicom also announced the change of CEO and I was appointed as the Group's new CEO. I would like to thank our CFO Satu Helamo for her well-handled role as interim CEO before my official start date on January 1, 2025.

Admicom is on a change journey in which committed and competent personnel play a significant role. The shared culture and ways of working are also reflected in positive changes towards our customers, and we will enter the new year even more customer-centric and united. Finally, I would like to thank the entire Admicommunity for their hard work during 2024 and for the enthusiasm with which we have taken our strategy forward.”  

Outlook

Financial guidance for 2025

Annual Recurring Revenue (ARR) is expected to grow in 2025 by 8-14%. ARR in 2024 was 35.7 million euros.

Total revenue is expected to grow by 6-11% from 2024 level. Total revenue in 2024 was 35.6 million euros.

Adjusted EBITDA is expected to be 31-36% of revenue.

Themes affecting revenue and profitability

Admicom estimates that the construction market outlook will develop positively during 2025, but there are still uncertainties related to the growth rate of the industry. The market improvement is expected to increase opportunities for new and upsell and improve customer retention, however the impact of bankruptcies on customer churn is expected to remain high. Admicom has also invested in sales and customer experience, which are expected to increase sales and improve customer retention as well as upsell and cross-selling.

The pricing of the Ultima ERP system and accounting services are based on a monthly fee determined by the customer's projected revenue. If the customer's actual annual revenue deviates from the forecast, the customer will be invoiced an annual adjustment fee five months after the end of the customer's financial year. Due to the decreased customer revenue, annual adjustment fees in 2025 are estimated to be approximately EUR 0.7 million (EUR 1.4 million in 2024). The decrease in adjustment fees weakens the company's growth and profitability.

In connection with the acquisition of Bauhub Oü, Admicom announced the reallocation of its R&D resources to internal development. The estimated financial impact on the revenue of external software development services in 2025 is approximately EUR -0.5 million. The decision also temporarily weakens the company's profitability.

Bauhub's relative profitability is weaker than Admicom Group's, which will affect the Group's profitability in 2025. The profitability of the Finnish operations in euros is expected to remain at the 2024 level.

Due to the above-mentioned factors affecting profitability, Admicom does not aim for relatively improved profitability during 2025.

Adjustments for adjusted EBITDA are material items outside the normal course of business related to e.g. acquisitions or other one-off transactions.

Financial development

October – December 2024 (Q4)

Annual Recurring Revenue (ARR) increased by 9.8% and was EUR 35.7 million (32.5). The impact of the Bauhub acquisition on ARR growth was EUR 1.5 million, and the impact of Trackinno was EUR 0.6 million. Organic ARR growth was EUR 1.1 million.

Revenue increased by 7.5% to EUR 8.8 million (8.2).

Revenue for the period included EUR 0.0 million (0.1) of invoiced annual adjustment fees based on customers’ revenue. The decrease in annual adjustment fees from the comparison period was EUR 0.1 million, and had a negative impact of 1.32 percentage points on the revenue growth.

Adjusted EBITDA increased by 2.5% ja was EUR 2.5 million (2.4). Adjustments to EBITDA were EUR 245 thousand (0). The adjusted EBITDA improved slightly due to revenue growth, cost management and capitalized development expenses. The Group’s EBITDA decreased by 7.5% year-on-year and was EUR 2.3 million (2.4), or 25.6% of revenue (29.8%). The adjustments to EBITDA during the period were related to the change of CEO and the acquisition of Bauhub.

Adjusted EBIT for the period increased by 110.5% and was EUR 1.5 million (0.7). EBIT increased by 76.5% ja was EUR 1.3 million (0.7), or 14.4.% of revenue (8.8%). During the comparison period, a decision to change the amortization period for Kotopro's goodwill was made, resulting in an additional EUR 1.0 million goodwill amortization.

Net Profit for the fourth quarter was EUR 1.0 (0.5) million.

Cash flow from operating activities before financial items and taxes was EUR 2.4 million (2.9). Cash flow from operating activities was EUR 1.9 million (2.3). Cash flow from investing activities was EUR -6.0 million (-0.1), including the impact of Bauhub acquisition net of cash reserves, EUR -5,7 million. Cash flow from financing activities was EUR 0.9 million (0.0) and included the impact of the directed share issue in relation to Bauhub acquisition. Cash flow in the fourth quarter was EUR -3.2 million (2.2).

January - December 2024

Annual Recurring Revenue (ARR) increased by 9.8% and was EUR 35.7 million (32.5). The impact of the Bauhub acquisition on ARR growth was EUR 1.5 million, and the impact of Trackinno was EUR 0.6 million. Organic ARR growth was EUR 1.1 million.

Revenue for the financial year 2024 was EUR 35.6 (34.3) million. Revenue growth was 3.6% from the previous year.

Revenue for the financial year included EUR 1.4 million (2.3) of invoiced annual adjustment fees based on customers revenue. The decrease in annual adjustment fees from the comparison period was EUR 0.9 million, and had a negative impact of 2.6 percentage points on the revenue growth.

SaaS invoicing accounted for 76% (76%) of revenue during the period, mainly recurring accounting services for 20% (18%), and training, consulting and other income for 4% (6%). 

Adjusted EBITDA decreased by 3.2% and was EUR 12.4 million (12.8). The adjusted EBITDA declined as expected compared to the previous year due to decline in annual adjustment fees and software development services revenue, as well as growth investments. Adjustments to EBITDA were EUR 326 thousand (0.0). The Group’s EBITDA decreased by 5.7%, and was EUR 12.1 million (12.8), or 33.9% of revenue (37.3%).

Adjusted EBIT decreased by 3% and was EUR 8.6 million (8.8). During the comparison period, a decision to change the amortization period for Kotopro's goodwill was made, resulting in an additional EUR 1.0 million goodwill amortization. EBIT decreased by 6.7% and was EUR 8.2 million (8.8).

Net Profit for the financial year was EUR 5.9 million (6.3).

Cash flow from operating activities before financial items and taxes was EUR 12.1 million (13.0). In particular, the decrease in annual adjustment fees had an weakening impact on the strong cash flow. Cash flow from operating activities was EUR 9.5 million (10.3). Cash flow from investing activities was EUR -7.5 million (-0.4), and included the impact of the acquisitions of Trackinno and Bauhub net of cash reserves, EUR -6,6 million. Cash flow from financing activities was EUR -2.6 million (-15.6) and included the dividend distribution of EUR -3.5 million and impact of the directed share issue in relation to Bauhub acquisition of EUR 0.9 million. Cash flow for the financial year was EUR -0.6 million (-5.6).

Balance sheet and financing

The Group's balance sheet total was EUR 43.5 million (38.7) as at December 13, 2024. Group goodwill at the end of the financial year was EUR 30.7 million (26.8). The recognized increase in group goodwill from Trackinno acquisition was EUR 1.5 million, and increase recognized from from Bauhub acquisition was EUR 6.1 million. Group goodwill amortization for the financial year was EUR 3.7 million (3.8).

The Group's equity at the end of the financial year was EUR 32.5 million (29.2) and the equity ratio was 75.3% (76.3%). Dividend distribution to the shareholders during the financial year was EUR 3.5 million (6.5).

The Group's financial position remained strong, and the Group's liquid cash and cash equivalents as of December 31, 2024 were EUR 9.3 million (9.9). The acquisitions completed during the financial year were paid using the Group’s cash reserves. On December 31, 2024, the Group's net debt was EUR -5.1 million (-5.8) and gearing was -15.6% (-19.9%). At the end of the year, the Group’s loans from financial institutions were EUR 4.0 million. The loan is due for repayment in May 2025.

Investments, depreciation and amortization

Investments during the financial year were primarily related to product development. The capitalized development expenses during the financial year were EUR -0.9 million (-0.3).

In January 2024, Admicom strengthened its forerunner position in construction technology solutions by acquiring the entire share capital of the Finnish fleet management and IoT solution company Trackinno Oy. Trackinno has been consolidated in the Group financials from the acquisition date January 19, 2024 onwards. The initial purchase price paid in cash at the acquisition was EUR 1.1 million. In addition, Group's balance sheet includes a contingent  purchase price liability (“earnout”) of EUR 0.4 million related to the acquisition. The earnout is conditional on the achievement of financial and business targets and is due for payment on in March 2026.

In December 2024, the Group completed the first international acquisition in its history, when Admicom Oyj's subsidiary Tocoman Oy acquired the entire share capital of Bauhub OÜ, an Estonian developer of SaaS workspace for construction project management. The purchase price of the acquisition was EUR 6.2 million, of which EUR 6.0 million was paid in cash in connection with the closing of the transaction. The Group's balance sheet on December 31, 2024 includes a debt of EUR 0.2 million related to ordinary purchase price adjustment items. The debt is due in January 2025. In connection with the acquisition, Admicom Oyj decided on a directed share issue as part of the transaction. In the offering, Bauhub's operative founding shareholders made reinvestments of EUR 0.9 million in Admicom Oyj shares. The number of shares issued was 18,867. Bauhub has been consolidated  in the Group financials from the acquisition date December 12, 2024 onwards.

Depreciation and amortization during the financial year were EUR 3.8 million (4.0). Amortization of Group goodwill represents 95% of the total depreciation and amortization.

Personnel and management

At the end of the financial year, the Group had 306 (271) employees, of whom 29% (32%) worked in accounting services, 30% (26%) in R&D and product management, 14% (15%) in sales and marketing, 21% (21%) in customer success and 6% (6%) in administration.

The Group Leadership Team composition in 2024 has been:

• Satu Helamo, Chief Financial Officer and interim CEO (October 16, 2024 – December 31, 2024)
• Pekka Pulkkinen, Chief Growth Officer
• Anna-Maija Ijäs, Business Unit Director, ERP solutions
• Thomas Raehalme, Chief Technology Officer (CTO) and Business Unit Director of software development services
• Mikko Järvi, Business Unit Director, Documentation solutions
• Jari Kangassalo, Business Unit Director, Project management solutions
• Helena Marjokorpi, Head of People Operations
• Petri Kairinen, CEO (January 1, 2024 – October 15, 2024)
• Petri Aho, deputy CEO and Chief Development Officer (CDO), M&A and strategy (until December 9, 2024)

Mr. Simo Leisti has been appointed as CEO of Admicom as of January 1, 2025. CFO Satu Helamo has acted as interim CEO during October 16 – December 31, 2024.

Teemu Uusitalo has been appointed Chief Product Officer (CPO) and member of the Leadership Team of Admicom Oyj as of January 1, 2025.

Petri Aho, Chief Development Officer and member of Admicom's Leadership Team will continue in his position as Chief Development Officer until the end of January 2025 but left the Group Leadership Team as of December 10, 2024.

The Annual General Meeting on March 19, 2024 re-elected the following persons as members of the Board of Directors: Pasi Aaltola, Tomi Lod, Henna Mäkinen, Petri Niemi, Olli Nokso-Koivisto, Camilla Skoog and Marko Somerma. Petri Niemi was elected as the Chair of the Board.

Henna Mäkinen (Chair), Marko Somerma and Petri Niemi were elected as members of Admicom Oyj’s Board of Director’s Audit Committee on March 19, 2024.

Shares and shareholders

Admicom Oyj’s number of shares on December 31,2024 was 5,007,852 (4,988,985) and the company's share capital was EUR 106,000. At the end of the financial year, Admicom Oyj’s subsidiary Admicom Finland Oy held 2,520 Admicom Oyj shares.

The 18,867 new shares subscribed for in the directed share issue carried out by Admicom Oyj on December 12, 2024 have been registered in the Trade Register maintained by the Finnish Patent and Registration Office on December 14, 2024. The total number of shares in the company after the registration of the new shares is 5,007,852.

The closing price of Admicom Oyj’s share on Nasdaq First North Growth Market Finland on December 31, 2024 was EUR 47.45, resulting in a market capitalization of EUR 237,62 million. The average daily trading volume was 9,305 shares during the review period. During the financial year, the highest purchase price was EUR 54.80, the lowest price was EUR 38.05 and the average price was EUR 46.72.

The total holdings of the Board of Directors and the Leadership Team were 61,432 shares (1,23% of the share capital).

Stock option programs

Admicom Oyj's Board of Directors decided on December 8, 2023 on the option plan for key employees based on the authorization decided by the Annual General Meeting held on March 21, 2023. The stock options are offered to selected key employees of the Admicom Group as part of the Group's incentive and commitment program, and their purpose is to motivate the key employees to work long-term in order to increase the shareholder value of the company.

The maximum total number of stock options is 164 000. The stock options entitle their owners to subscribe for a maximum total of 164,000 Admicom Oyj shares. Each stock option entitles its holder to subscribe for one (1) new share or existing share held by the company. Of the stock options, a maximum of 82,000 are marked with the symbol 2023A and a maximum of 82,000 with the symbol 2023B. The stock options will be issued free-of-charge. The maximum number of shares subscribed with stock options, 164,000 shares, constitutes approximately 3.29 per cent of the company's shares on a fully diluted basis.

Under the symbol 2023A, 67,000 stock options have been allocated by December 31, 2024. The subscription period for the options is July 1, 2026 – January 1, 2029.

Option program	Total allocated amount	Outstanding	Subscription price, eur/share	Subscription time
2023A	67 000	67 000	36.30	1.7.2026-1.1.2029

No allocations have been made for option program 2023B on the reporting date.

For stock options 2023B, the trade volume weighted average quotation of the Company’s Share subject to public trading on a market maintained by Nasdaq Helsinki Ltd, rounded to the nearest cent, during the forty trading days following the publication date (said date excluded) of the company’s H1/2024 financial results release. The subscription time is July 1, 2027 – January 1, 2030.

Annual General Meeting and governance

Admicom Oyj's Annual General Meeting on March 19, 2024 approved the company's financial statements for the financial year 2023 and discharged the members of the Board of Directors and the CEO from liability for the financial year 2023.

The Annual General Meeting resolved that a dividend of EUR 0.70 per registered share be paid of the profit for the financial period. The dividend will be paid to a shareholder registered in the Company’s shareholders’ register maintained by Euroclear Finland Oy on the dividend record date March 21, 2024. The dividend will be paid on March 28, 2024.

The Annual General Meeting resolved that the number of members of the Board of Directors of the company shall be seven (7). The Annual General Meeting re-elected the following persons as members of the Board of Directors: Pasi Aaltola, Tomi Lod, Henna Mäkinen, Petri Niemi, Olli Nokso-Koivisto, Camilla Skoog and Marko Somerma. Petri Niemi was elected as the Chairman of the Board.

The Annual General Meeting resolved that the remuneration of the Board of Directors is EUR 28,000 for each member of the Board of Directors and EUR 60,000 for the Chairman of the Board for the term from the Annual General Meeting to the next Annual General Meeting. In addition, the Chairman of the Audit Committee receives an additional EUR 5,000 and each other member of the Audit Committee EUR 2,500 for the term. If a member of the Board resigns during the term of office, the remuneration will be paid in proportion to the term of office.

KPMG Oy Ab was re-elected as the company's audit firm. Anna-Riikka Maunula, APA, will continue to audit the company as the principal auditor. The Annual General Meeting resolved that the auditor will be paid a fee according to the auditor's reasonable invoice.

The proposal made to the Annual General Meeting to authorise the Board of Directors to decide on the issuance of shares and the issuance of special rights entitling to shares as referred to in chapter 10, section 1 of the Finnish Limited Liability Companies Act, associated with incentivising and promoting the commitment of the personnel and management, in one or more tranches either against payment or free of charge was not supported by two thirds of the votes cast and the shares represented at the meeting, as required by the Finnish Companies Act, so the authorisation was not approved.

The Annual General Meeting authorised the Board of Directors to decide on the issuance of shares in one or several tranches either against payment or free of charge. The Board may use the authorisation to finance and enable, for example, corporate and business transactions or other business arrangements and investments. The total maximum number of shares to be issued based on the authorisation is 498,898 shares. The Board of Directors can decide to either issue new shares or dispose of any treasury shares held by the Company. The maximum amount of the authorisation corresponds to approximately 10% of all the shares in the Company as at the date of the notice to the General Meeting. The authorisation entitles the Board of Directors to decide on all terms of the share issue, including the right to deviate from the shareholders’ pre-emptive subscription right provided that there is a weighty financial reason to do so. The authorisation is valid until the end of the next Annual General Meeting, however, for a maximum of 18 months from the General Meeting’s resolution on authorisation.

The Annual General Meeting authorised the Board of Directors to decide on the repurchase of the Company’s shares using the Company’s unrestricted equity. The total maximum number of shares to be repurchased under the authorisation is 498,898 shares, which corresponds to approximately 10% of all the shares in the Company as at the date of the notice to the Annual General Meeting. The shares will be repurchased in public trading arranged by Nasdaq Helsinki Ltd at their market value on Nasdaq First North Growth Market Finland at the time of the repurchase. Based on the authorisation, the Board of Directors may decide on the repurchase of the Company’s own shares also in deviation from the proportional holdings of the shareholders. The authorisation is valid until the end of the next Annual General Meeting, however, for a maximum of 18 months from the General Meeting’s resolution on authorisation.

The Annual General Meeting resolved, in accordance with the proposal of the Board of Directors, to amend the Articles of Association so that the Articles of Association will in the future allow the Annual General Meeting to be held entirely without a meeting venue as a so-called remote meeting.

In addition, the Annual General Meeting resolved, in accordance with the proposal of the Board of Directors, to amend the Articles of Association so that the Articles of Association will in the future allow the Annual General Meeting to be held in Helsinki in addition to the company’s domicile.

At its constitutive meeting held after the Annual General Meeting, the Board of Directors stated that Petri Niemi will continue as the Chairman of the Board of Directors by decision of the Annual General Meeting. In addition, the Board of Directors decided at the meeting that Henna Mäkinen will continue as Chairman of the Audit Committee and Marko Somerma and Petri Niemi as members.

Risks and uncertainties

The main risks and uncertainties in Admicom’s business include:

• Changes in the competitor field may increase the company's business risks in its home market. The number of mergers and acquisitions, and the interests of foreign private equity investors and companies in Finnish software companies have increased, which may shape the competitive field. In addition, small, focused software companies have emerged in the industry. Admicom actively monitors changes in the competitive field and takes changes into account in strategy work and development and market positioning of its products.
• Becoming international is part of Admicom’s strategy, and first significant step to international markets was taken with Bauhub acquisition at the end of 2024. As part of the strategy phase of Accelerated Growth Admicom pursues operating in several European markets. Internationalization through acquisitions or the establishment of international operations may require new operations and complicate the current operating environment. This may entail risks of weakening relative profitability in the short term. To mitigate the risk, Admicom conducts market research and carefully examines the best ways to become international and assesses the business case of each opportunity.
• The challenging market situation in the construction sector, if continued, may slow down growth and increase customer churn as bankruptcies and liquidity challenges increase. A decrease in the revenues of customer companies may affect the Group's revenue, especially through retrospective customers’ revenue based annual adjustment fees for Admicom Ultima. The risk is mitigated by the mission critical nature of Admicom's software even in a difficult market situation and the good scalability of the software. In addition, Admicom’s customers are typically able to shift focus between new build and renovation. The risk is also mitigated by supporting customers' business operations through training, developing customer service, and by offering customers solutions that improve productivity and cost-efficiency.
• Technology and cyber security risks together with related reputational risk are critical areas for cloud software companies. Admicom continuously takes measures to improve the cyber security of the software products, detect and prevent technology and information security threats and developg the organization’s data protection and information security processes.
• Skilled personnel plays a significant role in implementing the company's growth strategy and maintaining service capability. The attrition of key personnel from the company or challenges in recruitment may lead to delays in business development and strategy implementation. The company recruits and nurtures new talent to prepare for critical attritions. Admicom has also invested in creating a common growth culture and developing reward systems and leadership.
• Mergers and acquisitions carried out by Admicom may involve risks that are typical when acquiring or integrating business operations. In addition, the increasing competition of acquisition targets may lead to situation where acquisitions are challenging to complete with reasonable valuations. The Group aims to manage risks by combining operations, expanding M&A expertise and by assessing the business case for each acquisition.
  
  

The Board of Directors’ proposal for dividend

The parent company's distributable funds amount to EUR 28,959,453 and the profit for the financial year is EUR 4,673,182. The Board of Directors of the parent company proposes a dividend of EUR 0.65 per registered share to be paid for the financial year 2024, a total of EUR 3,255,103,80.

There are no material changes in the Company's financial position since the end of the financial year. The company's liquidity is good and, in the view of the Board of Directors, the proposed distribution of profit will not compromise the Company's solvency.

Material events after period end

As of January 1, 2025, Simo Leisti (CEO) and Teemu Uusitalo (Chief Product Officer) have been appointed to the Group's Leadership Team.

Accounting principles of the financial statements release

The financial statements release has been prepared in accordance with good accounting practice and Finnish accounting regulation. The financial statements release includes audited financials from the 2024 financial statements, and the figures have been prepared in accordance with Finnish Accounting Standards (FAS). The information has been presented to the extent required by Nasdaq First North Growth Market rules. The figures presented have been rounded off from the exact figures.

Financial publications in 2025 and Annual General Meeting

In 2025, Admicom will publish its Q1 quarterly earnings release on April 9, 2025, its half-year financial report on July 8, 2025 and its Q3 quarterly earnings release on October 9, 2025.

Admicom's Annual General Meeting is planned to be held on March 19, 2025. The company's Board of Directors convenes the Annual General Meeting separately.

The Company will publish the Group's Annual and Board of Directors' Report and Financial Statements for 2024 on January 23, 2025 at around 8:00 a.m. EET . All material related to the financial statements are available on the Company's website at https://investors.admicom.fi/.  In addition, an online information session will be held for investors on January 23, 2025 at 10:00 p.m. EET, which can be registered at https://admicom.events.inderes.com/q4-2024.

This is a summary of Admicom’s financial statements release January 1 – December 31, 2024. The full report is attached to this release as a PDF file.

Admicom Oyj
BOARD OF DIRECTORS

Additional information:

Simo Leisti
CEO
simo.leisti@admicom.com
+358 40 059 0511

Satu Helamo
CFO
satu.helamo@admicom.com
+358 45 633 7710

Certified Advisor:

Oaklins Finland Ltd
+358 9 6129 670