Summa Defence Plc Company announcement 3 September 2026 at 6:45 p.m. EEST
Summa Defence Plc (the "Company") announced on 27 August 2026 that it had entered into an addendum to the share exchange agreement relating to the shares in Nordic Yards Oy ("Nordic Yards") signed on 18 November 2024, regarding the payment arrangement for the 2025 earn-out (the "Earn-Out 25") with the former shareholders of the Nordic Yards group (the "Sellers") (the "Addendum").
The Board of Directors of the Company has today resolved on a directed share issue to the Sellers for the payment of the Earn-Out 25 ("Directed Issue"). The Board of Directors of the Company has resolved on the Directed Issue pursuant to the authorisation granted by the Annual General Meeting of the Company held on 24 June 2026.
The Company will issue in the Directed Issue a total of 1,102,901 new shares (the "New Shares"), which corresponds to approximately 2.41 per cent of all shares in the Company prior to the Directed Issue and approximately 2.36 per cent of all shares in the Company following the Directed Issue. The total number of all shares in the Company following the Directed Issue will be 46,784,565 shares.
In accordance with the Addendum, the subscription price of the New Shares shall be EUR 0.9067 per share, based on the volume weighted average price of the Company's shares for the 30-day period preceding 29 May 2026. The subscription price will be recorded into the Company's fund for invested unrestricted equity. The New Shares have been issued through a two-step transaction, in which the Company's subsidiary Summa Holding Oy ("Summa Holding") has carried out a directed share issue without consideration to the Sellers, and the Sellers have immediately thereafter exchanged the shares in Summa Holding into the New Shares.
The New Shares are expected to be registered in the Trade Register on or about 7 September 2026, and the Company intends to apply for the admission of the New Shares to trading on the multilateral trading facility Nasdaq First North Growth Market Finland maintained by Nasdaq Helsinki Ltd ("First North Finland"). Trading in the New Shares on First North Finland is expected to commence on or about 9 September 2026, subject to the approval of the listing application.
The Sellers have undertaken to a lock-up in respect of the New Shares, prohibiting the Sellers from, among other things, transferring the New Shares during a period commencing on 27 August 2026 and ending on 31 October 2026.
Further information:
Robert Blumberg, CEO
Tel: +358 40 839 7408
Email: robert.blumberg@summadefence.com
Summa Defence in brief
Summa Defence Oyj is a Finnish defence and security technology group whose mission is to create a strong industrial foundation of innovative defence and dual use SMEs for strengthening the comprehensive security of society. Summa Defence aims for both organic and inorganic growth across three focus areas: maritime technologies, land technologies and new technologies. The company's vision is to be a forerunner in comprehensive security industry. The shares of Summa Defence Oyj are listed on the Nasdaq First North Growth Market in Sweden (SUMMAS) and Finland (SUMMA). www.summadefence.fi/en/
The Company's Certified Adviser is Augment Partners AB, info@augment.se, tel. +46 8 604 22 55.
