Claranova: PlanetArt Division Sale to GA Credit and Management Completed

Claranova becomes a pure play software publisher

Group gross debt reduced by over €90m

PARIS--(BUSINESS WIRE)--Regulatory News:

Claranova (Euronext Paris: FR0013426004 - CLA or "the Group") announces the successful completion of the sale of its PlanetArt division to General Atlantic Credit's Atlantic Park fund and PlanetArt's management team, on Monday June 30, 2025, for US$169.5m¹ (approximately €145m).

Claranova opens up a new chapter in its history by becoming a leading pure play software publisher operating in three high-potential market segments: Utilities (Adaware), PDF (SodaPDF) and Photo (inPixio). This strategic repositioning will significantly improve the Group's financial performance, with an EBITDA margin² to exceed 20% (versus less than 10% in recent years), largely positive net income and a substantial reduction in debt.

Eric Gareau, Chief Executive Officer of Claranova, commented: “The sale of PlanetArt is much more than a financial transaction. It marks a strategic turning point for Claranova. By becoming a pure play software publisher, we are affirming our ambition to become a market leader, with a clear, coherent offering driven by three strong business segments.

I would like to pay tribute to Claranova's teams and our Board of Directors for their hard work over many months in bringing this plan to a positive conclusion. Their rigor, perseverance and professionalism contributed decisively to the success of this sale.

This strategic transformation will provide us with a solid foundation for the future based on a streamlined organization, improved profitability, and a stronger financial structure. We are now fully focused on the future and back on track to achieving sustainable, profitable growth, capitalizing on our technological expertise and capacity for innovation."

Group debt significantly reduced and financial structure strengthened

As indicated in the press release of June 23, 2025, the total price for PlanetArt shares was set at US$169.5m, 82% of which was paid to Claranova (US$139m or around €119m)³ and 18% to PlanetArt managers.

In connection with the PlanetArt sale, and in accordance with the independent appraiser's report and the documentation submitted to the General Meeting of June 27, 2025⁴ (with the proposed transaction to be executed on “debt-free and cash-free” basis, PlanetArt's net cash position is thus to remain in the entity, i.e. approximately US$20m⁵.

Claranova is expected to receive €110m on June 30, 2025, with the payment of the remaining balance deferred for 12 months. These funds, paid in a single installment upon closing of the sale, were used to significantly reduce the Group's gross debt from €153m at December 31, 2024 to €50m at June 30, 2025.⁶. In its press release of June 23, 2025, the Company announced a level of net financial debt in the order of €31.5m at December 31, 2024, restated on a post-Claranova transaction basis. Based on the information available to it, the Company’s estimated net financial debt at June 30, 2025, after taking into account the full impact of the disposal, could be close to €40m.⁷ This decrease in gross debt by more than 60% since 31 December 2024, strengthens the Group's financial structure, as does the capital gain from the sale, estimated at more than €84m, which will be recorded as exceptional income in the FY 2024-2025 financial statements and will enable a return to a largely positive equity position.

Claranova plans to refinance the remaining €45m of Cheyne debt as soon as possible, in order to benefit from borrowing conditions in line with its improved risk profile.

Presentation of the new strategic plan on July 31, 2025

The Group will present an update on its strategic plan and multi-year objectives when it announces its annual revenue for FY 2024-2025 at an investor webinar on July 31.

Financial calendar:

July 31, 2025: FY 2024-2025 annual revenue and FY 2025-2030 strategic plan
October 29, 2025: FY 2024-2025 results

About Claranova:

Claranova is a leading provider of software solutions in the Security, PDF and Photo market segments. Reflecting its profile as a truly international group, 95% of its revenue of more than €100m comes from outside France.

Through its products and solutions sold in over 160 countries, the Group's mission is to "Transform technological innovation into user-centric solutions". By leveraging its digital marketing expertise, AI and the analysis of data from over 40 million active customers worldwide, Claranova develops technological solutions, available online, on mobile devices and tablets, for a wide range of private and professional customers.

Operating in high-potential markets, the Group will pursue a growth strategy focused on profitability and operational excellence, in line with its "One Claranova" strategic roadmap.

Claranova is eligible for French “PEA-PME” tax-advantaged savings accounts
For more information on Claranova Group:
https://www.claranova.com or https://twitter.com/claranova_group

About General Atlantic Credit and Atlantic Park

General Atlantic Credit (“GA Credit”) is the dedicated credit investment platform within General Atlantic, a leading global growth investor. GA Credit’s Atlantic Park strategy provides flexible capital to high-quality companies seeking a strategic partner at various stages of the corporate and economic lifecycle. This partnership approach enables Atlantic Park to create customized capital solutions tailored to a company’s specific capital needs.

General Atlantic manages approximately $108 billion in assets under management, inclusive of all strategies, as of March 31, 2025, with more than 900 professionals in 20 countries across five regions.

For more information on General Atlantic, please visit: www.generalatlantic.com.

Disclaimer:

This document contains forward-looking statements that involve risks and uncertainties, including references, concerning the group's expected growth and profitability in the future which may significantly impact the expected performance indicated in the forward-looking statements. These risks and uncertainties are linked to factors out of the control of the Company and not precisely estimated, such as market conditions or competitors’ behaviors. Any forward-looking statements made in this document are statements about Claranova’s beliefs and expectations and should be evaluated as such. Forward-looking statements include statements that may relate to Claranova’s plans, objectives, strategies, goals, future events, future revenues or synergies, or performance, and other information that is not historical information. Actual events or results may differ from those described in this document due to a number of risks and uncertainties that are described within the FY 2023-2024 Universal Registration Document filed with the French financial market authority (Autorité des marches financiers or AMF) on 31 October 2024 under number D.24-0787.

CODES
Ticker:  CLA
ISIN: FR0013426004
www.claranova.com

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¹ This amount represents 100% of PlanetArt Holdings Inc.
² EBITDA as a percentage of revenue.
³ Excluding current account debt waivers in favor of Claranova.
⁴ Information available on the Company's website, Investors section / General Meeting / Ordinary General Meeting June 27, 2025.
⁵ US$10m of Cathay debt repaid at closing and $30m in cash.
⁶ Post-transaction gross debt: Cheyne €45m, BPI €4m, PGE €1m, of which €3m under 1 year.
⁷ EUR/USD exchange rate effect.