GEOSENTRIC DRAWS SECOND PART OF FINANCING AND APPROVES INCENTIVE AGREEMENT WITH TOP MANAGEMENT


GEOSENTRIC OYJ      BULLETIN October 13, 2008 at 12:45                          


GEOSENTRIC DRAWS SECOND PART OF FINANCING AND APPROVES INCENTIVE                
AGREEMENT WITH TOP MANAGEMENT                                                   

As informed in stock exchange release on September 3, 2008 GeoSentric           
Oyj has decided to raise a maximum amount of EUR 16,000,000 (“Issue”) by virtue 
of authorization granted by the Extraordinary General Meeting of September 10,  
2007, by issuing a loan note which includes a specific option right to use the  
note to set off subscription price of shares as according to Chapter 10, Clause 
1 of the Finnish Companies Act (“Note”). The Note shall be directed to at       
maximum one hundred institutional and qualified investors accepted by the Board.

The note provides a minimum conversion ratio of EUR 0.106 exceeding the current 
share price and is exercisable only at predefined conversion events. The maximum
amount of new shares to be subscribed by virtue of the Note is 150,302,466,     
assuming that the maximum amount of financing is raised. Of the share           
subscription price EUR 0.01 is booked to share capital and the remainder in     
invested unrestricted equity fund. As a result of the Note company's share      
capital may increase by a maximum of EUR 1,503,024.66. Subscription period for  
the Issue ends on November 18, 2008.                                            

The maximum principal amount of the Note is EUR 16,000,000 and the interest rate
of the Note is 12.5 % payable semi-annually. The Note period is five years      
ending on August 25, 2013.                                                      

As informed earlier the Board has approved the investment commitment of Schroder
& Co. Limited for an aggregate amount of EUR 10,000,000. The Company has the    
right to withdraw the committed amount in two separate parts of which the first 
part of EUR 2,800,000 was withdrawn on September 3, 2008.                       

The Board has now decided to withdraw the second part of EUR 7,200,000 of the   
commitment. The estimated payment date of the amount is October 13, 2008. The   
Board will approve the Note subscriptions by Schroder & Co. Limited for the     
total amount of EUR 10,000,000 when the payment has been received.              

As a part of the terms relating to the investment, previous financing round     
arranged in August-September 2007 and simultaneously agreed restructuring of    
company's ownership, the Board has approved an incentive carve-out agreement    
entered into with key senior managers who are holders in GeoHolding B.V. for a  
successfully completed exit transaction. The incentive carve-out is based on the
valuation of the company in pre-defined exit events, requiring shareholders'    
approval to take place, and may not exceed 10 percent of the valuation. The     
agreement shall be valid until July 31, 2017.                                   


October 13, 2008                                                                

GEOSENTRIC OYJ                                                                  

Distribution:                                                                   
NASDAQ OMX Helsinki                                                             
Principal news media