Overview

Shares of Swedish workplace‑health company Aino Health AB surged 52% after a Finnish‑led consortium announced a public tender offer of SEK 0.20 per share in cash. The offer represents a 56.25% premium to the Monday closing price and a 58.18% premium to the 30‑day volume‑weighted average price, as well as a 53.32% premium to the 90‑day VWAP of approximately SEK 0.130.

Valuation and Share Structure

The tender values all Aino Health shares at approximately SEK 40.91 million, based on 204,569,103 shares outstanding. Shares not already owned or controlled by the consortium are valued at roughly SEK 21.16 million. The consortium already controls about 48.27% of Aino Health’s shares and voting rights.

Consortium Composition

The consortium comprises Nexit III Ky, Tenendum Oy, Marc Josefsson, Schrey Invest Oy, Finnish Stars AB, Takomo Solutions Oy, Kalksten Finance Oy, and Petri Tuutti. Nexit III Ky holds 59,249,330 shares and Tenendum Oy holds 39,499,554 shares; both will transfer their holdings to HealthCo upon completion.

Conditions for Completion

Completion is conditional on the offer being accepted to the extent that HealthCo becomes the owner of more than 90% of Aino Health shares on a fully diluted basis and on obtaining all required regulatory approvals on terms acceptable to the offeror. The acceptance period is expected to run from approximately July 1 to August 10.

Board Recommendation and Fairness Opinion

The independent bid committee of Aino Health’s board unanimously recommended that shareholders accept the offer. The company’s Chief Executive Jyrki Eklund and Chief Financial Officer Jochen Saxelin did not participate in preparing the committee’s statement. The committee obtained a fairness opinion from Sedermera Corporate Finance AB, which concluded that the offer “is fair from a financial perspective.” Sedermera received a fixed fee for the assignment, not linked to the bid size, acceptance level, or completion.

Post‑Completion Plans

HealthCo indicated that the transaction does not currently involve any material changes to Aino Health’s locations, management, employees, or their terms of employment. However, HealthCo intends to change the composition of Aino Health’s board after completion.

Documentation

An offer document is expected to be published on or about June 30.