Aspocomp Secures Growth with New Financing and Share Issue

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Aspocomp Group Plc’s Board of Directors has on October 30, 2025, carried out a directed share issue, to certain current shareholders of the Company and to a limited number of Finnish and qualified investors in deviation of the pre-emptive subscription rights of the shareholders to ensure the successful completion of the Share Issue. The Directed Share Issue is to secure continuity of the company’s ability to finance growth investments and improve the company’s balance sheet. The share issue is based on the authorization given by the ordinary Annual General Meeting held on April 29, 2025.

The issue is part of a larger financing arrangement which also includes long-term loans totaling EUR 5.5 million. Aspocomp Group Oyj has entered to a new long-term coordinated debt financing package with LähiTapiola, a Finnish pension insurance company and Nordea Bank Finland Plc. The financing package consists of secured senior debt instruments, and the new financing complements the company’s existing financing agreements. Aspocomp plans to use the proceeds into investment into the Oulu plant.

Comments from Manu Skyttä, CEO of Aspocomp Group Plc

“Aspocomp is entering a growth phase with strong momentum in the market. The Directed Share Issue is to secure the company’s ability to growth by increasing capacity and improving quality and availability”.

Summary of the Directed Issue

Aspocomp’s directed share issue comprises 673,682 shares, representing approximately 9.84 percent of all issued shares prior to the Directed Issue and approximately 8.96 percent of all issued shares following the Directed Issue.

The subscription price for the Directed Offering is EUR 4.75 per share, which corresponds to a discount of approximately 5 percent compared to the share price at the close (EUR 5.00) on October 30, 2025. The volume weighted average price (VWAP) for the day was EUR 4.923 and the share price range 4.65-5.34. The Directed Share issue provides Aspocomp Group Plc. With gross cash proceeds of approximately EUR 3.2 million before issue costs.

Shares, share capital and dilution

As a result of the Directed Offering, the total number of shares in Aspocomp will increase by 673,682 shares from 6,849,240 shares to 7,522,922 shares. The subscription price is recorded in full in the company’s invested unrestricted equity fund. The issued shares entail an aggregate dilution effect of approximately 8.96 percent of the number of shares and votes in the Company.

The Directed Offer Shares will be registered with the Trade Register maintained by the Finnish Patent and Registration Office estimated November 3, 2025. Trading in Directed Offer Shares is expected to commence on Nasdaq Helsinki November 4, 2025. The Directed Offer Shares have the same rights as Aspocomp’s other shares, after being registered with the Trade Register and delivered on the investor’s book-entry account, on November 4, 2025.

Deviation from shareholder’s preferential rights

Prior to the decision on the Directed Share Issue, the Board of Directors has carefully investigated and considered alternative financing options. The Board of Directors has, after careful consideration, concluded that the Directed Share issue is the best alternative for the Company and its shareholders and there is a compelling financial reason under the Companies Act for deviating from the shareholders' pre-emptive rights.

Following factors were considered:

According to the assessment of the Board of Directors (“Board”), the Directed Share Issue supports Aspocomps's target best compared to other equity financing options. The Board has considered other financing options, including various capital market financing options. According to the assessment of the Board, the other alternatives involved significant costs, timetable requirements as well as uncertainties related to the implementation which are not in the interest of the Company and its shareholders when taking into account the Company's capital needs and the need for rapidly developing the Company's business to utilise its market position. Therefore, the Board of the Company has considered that there is a weighty financial reason for the Company to deviate from the pre-emptive subscription rights, and according to the Board of the Company, the Share Issue is in the interest of the Company and its shareholders. The Board has accepted the terms and conditions of the Share Issue and the subscriptions made in accordance with the terms and conditions of the Share Issue. The Board of Directors assesses that Aspocomp through the Direct Share Issue has raised capital in a favorable way both for the Company and its Shareholders.

Counsellor

UB Clairfield Corporate Finance Ltd acted as the sole global coordinator and financial advisor to Aspocomp in connection with the Directed Offering.

Attorneys-At-Law Magnusson Ltd acted as legal counsel to the Company in connection with the Directed Offering.