Umalis Group confirms the signing of a mandate to support the fundraising but recommends consolidation and restructuring before proceeding with the project.

15 Jun 2025 21:31 CEST

Context and Reminder of the Previous Announcement
On October 24, 2024, Umalis Group announced its intention to launch a €10M fundraising project in exchange for 40% of the equity, with the objective of supporting its growth strategy, strengthening its position in the wage portage market, and financing key acquisitions. On that occasion, several mandates were signed with fundraising experts to ensure high-quality support.

Signing of the Engagement Mandate
In line with this ambition, Umalis Group formalized the signing of a mandate with a firm specialized in capital structuring and fundraising. This collaboration initially aims to prepare the investment dossier, refine the valuation, and engage in discussions with networks of institutional and private investors.

Conducting an In-Depth Diagnosis
Concurrently with the initial preparation steps, management, in collaboration with the appointed experts, carried out a comprehensive diagnosis of the various aspects of the company:

• Detailed Financial Analysis: review of consolidated accounts, cost elasticity, and projected cash flows.
• Operational Assessment: examination of the organization of entities, internal processes, and potential synergies among subsidiaries.
• Governance and Legal Structure: study of the current holding structure, the efficiency of contemplated universal asset transfers (transmissions universelles de patrimoine, TUP), and associated legal or regulatory risks.
• Acquisition Integration Capabilities: simulation of acquisition scenarios and post-merger synergies, evaluation of necessary human and technological resources.

This diagnosis highlighted several key points requiring reinforcement before launching a fundraising round under optimal conditions:

• Consolidation of Existing Entities: harmonization of processes, clarification of responsibilities, and partial centralization of certain support functions to gain efficiency and reduce duplication costs.
• Optimization of Governance: establishment of internal committees (audit, risk, strategy) and clarification of steering roles to reassure investors about the solidity and transparency of decision-making.
• Strengthening Financial Tools and Reporting: improvement of management information systems, development of more granular financial and operational dashboards to monitor performance in real time.
• Preparation for Acquisitions: creation of a standardized due diligence methodology and reinforcement of project teams to ensure smooth integration during future mergers.
• Cash Consolidation and Interim Financing Plan: adjustment of cash flow forecasts, identification of short-/medium-term financing levers if needed, to avoid any liquidity tension during transition phases.

Decision and Timeline Framework
In light of these conclusions, the Board of Directors and Executive Management decided to slow down the immediate fundraising process. The objective is first to carry out a phase of operational and financial consolidation and restructuring—estimated to last several months—before reactivating the capital-raising project. This decision aims to:

• Optimize the company’s future valuation by presenting investors with a more robust and transparent profile.
• Limit risks associated with prematurely initiated acquisitions or an organization insufficiently structured to absorb rapid scaling.
• Strengthen the confidence of stakeholders (employees, partners, potential investors) by demonstrating a cautious and methodical approach.

Action Plan and Next Steps

1. Implementation of Consolidation
   • Immediate launch of an internal plan to consolidate processes and information systems.
   • Formation of dedicated project teams for the harmonization of procedures (Finance, Legal, IT, Human Resources, etc.).
2. Strengthening Governance
   • Creation or reactivation of internal committees (audit, risk, strategy).
   • Definition of new key performance indicators (KPIs) for regular management.
3. Optimization of Financial Reporting
   • Deployment or enhancement of monitoring tools (ERP, BI) to have a consolidated and granular view of revenue, margins, and costs. (A complete overhaul of the management console for activity accounts of ported employees has been initiated.)

4. Methodological Preparation for Acquisitions

   • Development of a standard due diligence protocol, incorporating lessons from past transactions.
   • Strengthening internal skills or partnering with specialized firms to support future mergers.

   The expert chosen by the company for this project has solid experience in exchanges with the AMF prior to any concrete fundraising project.

5. Communication and Regular Monitoring
   • Periodic information to shareholders and partners on the progress of the consolidation.
   • Quarterly progress reviews with adjustments to the timeline if needed.
6. Reactivation of Fundraising
   • Once consolidation objectives are achieved, revalidation of the mandate with fundraising experts and relaunch of the capital increase process, aiming for an optimized valuation in light of the results obtained.

Impact for Investors and Partners
This cautious approach does not mean abandoning the growth strategy; on the contrary, it aims to build stronger foundations to maximize value creation in the medium and long term. Investors will be regularly informed of consolidation progress and, when the time is deemed appropriate, the fundraising will be relaunched under the best conditions for valuation and project security.

Message from Management
Christian Person, CEO and Founder of Umalis Group, declares:

“After conducting a rigorous diagnosis with our expert partners, it is clear that to ensure sustainable growth, we must first consolidate our achievements and optimize our organization. This step is crucial to present an even more robust company to investors and ensure the successful integration of future acquisitions. Our medium- to long-term ambition remains unchanged: to capitalize on the potential of the wage portage market and create lasting value for all stakeholders.”

Conclusion
Umalis Group remains fully committed to its development strategy in the wage portage market. The consolidation and restructuring phase currently underway is a proactive measure to reinforce the group’s financial and operational solidity. Once this phase is completed, the fundraising will be relaunched with the goal of achieving a higher valuation and accelerating growth through targeted acquisitions. Umalis Group thanks its employees, partners, and shareholders for their trust and continued support in this new strategic phase.

Press Contacts

• Name: Christian Person, CEO
• Email: pdg@umalis.fr

https://www.umalis.fr