Developments in the first quarter of 2025
15. Effective 1 January 2025 Mr. Diede van den Ouden stepped down as managing director of the Company
and Mr. Engele Wijnsma stepped down as chair of the Supervisory Board. Mr. Wijnsma was succeeded
by Ms. Hummelen as the new chair of the Supervisory Board. The composition of the Board of Directors
and Supervisory Board adheres to the internal policy regarding gender diversity ratios.
16. On 14 January 2025, the General Meeting confirmed the nomination of EY Accountants as external
auditor with the instruction to perform the audit of the 2023 and 2024 financial statements. At that
meeting, the General Meeting also appointed Mr. Mario Natella as the second managing director of
Lavide Holding, in the role of Chief Operating Officer.
17. On 18 March 2025, it was announced that Haerlem Capital entered into a second subscription
agreement dated 14 March 2025 (“Second Subscription Agreement”) for an additional investment of
EUR 500,000 against the issue of one million B Shares. With this second financing round the interest
of Haerlem Capital in the capital of Lavide Holding was raised, effective 19 March 2025, to 25.891%.
In addition, the parties intend that under the Second Subscription Agreement Haerlem Capital will, in
the second quarter of 2025, obtain an option right to acquire one million A Shares at a minimum issue
price of the nominal value of EUR 0.50.
18. Simultaneously, Lavide Holding announced that it is expected that further agreements will be entered
into with private investors, to complete the working capital financing amounting to EUR 1,500,000.
19. As of 31 March 2025, EY Accountants completed the audit work on the consolidated financial
statements for the financial year 2023. Upon receipt of the audit report on the 2023 financial
statements, on 31 March 2025 (the date of this update) the annual General Meeting was convened for
12 May 2025 to resolve to adopt the audited consolidated and separate financial statements for the
financial year 2023. On the same day, the requisite deposit of the 2023 financial statements will be
made with the Netherlands Authority for the Financial Markets ("AFM") in accordance with the
European Single Electronic Format ("ESEF") routine.
20. Lavide Holding will continue its efforts to prepare and have the consolidated and separate financial
statements for the financial year 2024 audited by EY, with the aim of publication of the same before the
statutory deadline of 30 April 2025. Shortly after this publication, a second extraordinary General
Meeting will be convened to adopt these financial statements for the financial year 2024. Upon
convening the extraordinary General Meeting, the financial statements for the financial year 2024 will
be deposited with the AFM in accordance with the ESEF routine.
21. In accordance with the process agreed with Euronext Amsterdam, the consolidated and separate
financial statements for the financial year 2024 will be made available to Euronext Amsterdam on the
day after the publication. Based on the discussion with Euronext Amsterdam, and in close consultation
by Euronext Amsterdam with the AFM, Euronext Amsterdam is expected to proceed with the removal
of Lavide Holding from the penalty bench. It is expected that a Market Notice to this effect will be
distributed by Euronext Amsterdam in due course, announcing the conclusion of the period in which
Lavide Holding was placed on the penalty bench.
Current holdings
22. Following the second round of financing referred to in paragraph 17 above, the interest of Haerlem
Capital in the capital of Lavide Holding increased to 25.891%, consisting of two million B Shares and
an option to acquire a further one million A Shares. Subject to further necessary corporate action (as
referred to in paragraph 28) it is the intention that Haerlem Capital will obtain an additional option to
acquire one million A Shares.
23. As at the date of this investor update, the Company's major (>3%) shareholders are:
25.89% Haerlem Capital
17.67% M.H.B. Kok
3.04% D.M. van den Ouden
3.76% I.M. Ruijters
3.17% C.P. Scholten
24. All existing options have been granted on the basis of same terms and conditions, being an exercise
price of EUR 0.50 per A Share and an exercise period ending 31 December 2029.
Second quarter 2025 expected developments.
25. It is expected that during the second quarter of 2025, one or more transaction(s) will be entered into
with private investors on terms at least equivalent to the transactions with Haerlem Capital. This
means that a third tranche of working capital financing is expected be raised in an amount of EUR
497,500 against the issue of 995,000 B Shares, at a minimum issue price of the nominal value of EUR
0.50. This interest represents 11.411% of the Company's issued share capital. It is expected that these
investors will also receive an option to acquire 995,000 A shares at an exercise price of at least EUR
0.50 subject to completion of the corporate action as referred to in paragraph 28 of amendment of the
Company's articles of association ("Articles of Association"). As a result of these transactions, it is
expected that Haerlem Capital's interest in Lavide Holding will decrease to 22.936% of the issued
share capital.