Learning 2 Sleep L2S AB (publ) (OM:L2S) signed a binding agreement to acquire Bonzun Evolve Ab from Bonzun AB (publ) (OM:BONZUN) for SEK 29.6 million on July 6, 2023. The purchase price amounts to approximately SEK 31.1 million, corresponding to a value of SEK 0.25 per share in Bonzun, and is to be paid through 311,152,272 newly issued shares in Learning 2 Sleep at a price of SEK 0.10 per share ("Compensation Shares" ). No additional purchase price will be paid.

After completion of the Transaction, Bonzun will own approximately 77% of the shares and votes in Learning 2 Sleep. Bonzun intends to distribute the Consideration Shares to the shareholders of Bonzun as soon as practicable, which is expected to take place at the end of 2023. The transaction is not expected to have any significant impact on the composition of the board or corporate management of Learning 2 Sleep.

The corporate management of Bonzun intends to follow the transferred business and continue to work with Bonzun Evolve's product offering in the merged business. Completion of the Transaction is conditional on (i) an extraordinary general meeting of Bonzun approving the Transaction, (ii) an extraordinary general meeting of Learning 2 Sleep deciding on a new issue of the Consideration Shares, (iii) that certain fundamental guarantees that have been provided in the share transfer agreement are true, correct and not misleading in the execution of the Transaction, and (iv) Bonzun executes an internal collection transfer to Bonzun Evolve. The company's management and employees in Bonzun are accompanying the business and will transfer to a new position at Learning 2 Sleep.

The implementation of the transaction will be conditional on the shareholders of Bonzun approve the Transaction by resolution at an extraordinary general meeting, that an extraordinary general meeting in Learning 2 Sleep decides on a new issue of the Compensation shares, that certain fundamental warranties that have been provided in the share transfer agreement are true, correct and not misleading in the execution of the Transaction and that Bonzun has carried out the internal collection transfer to Bonzun Evolve. Legal costs and costs for advice in connection with preparations and due diligence are estimated to amount to approximately SEK 0.1 million and charge the result for the third quarter of the fiscal year 2023.