Instabank ASA has initiated a process to apply for a banking license in Finland. The application process is ongoing, and the plan is that the formal application will be submitted by the Company’s wholly owned subsidiary, Instafin Oy (to be renamed Instabank Oy) (“Instabank Finland”).
To prepare for the transition, the boards of directors of Instabank ASA and Instabank Finland have on June 27, 2025, signed a merger plan for the merger of Instabank ASA into Instabank Finland, with Instabank Finland as the surviving entity. Upon completion of the merger, Instabank Finland will assume all assets, rights, and obligations of Instabank ASA, which will be dissolved as a legal entity.
The implementation of the merger is subject to, among other things, the necessary approvals from the general meeting of Instabank ASA, regulatory approvals, including approval by the European Central Bank, and the Norwegian Financial Supervisory Authority, and required third party consents. The merger is also conditional upon the continued tradability of Instabank Finland’s shares on Euronext Growth Oslo following the implementation of the merger, which is expected to take place in first half of 2026.
Instabank Finland intends to maintain the listing of its shares on Euronext Growth Oslo post-merger. Shareholders of Instabank ASA will receive one (1) new share in Instabank Finland for each share they currently hold in Instabank ASA, resulting in an exchange ratio of 1:1.
An extraordinary general meeting of Instabank ASA to approve the merger plan and adopt the necessary resolutions is expected to be held in Q3 2025. Notice of the extraordinary general meeting, with additional information regarding the merger, will be distributed in due course.