The Board of Directors of Impact Coatings AB (publ) ("Impact Coatings" or the "Company") has today, conditional on the approval of the extraordinary general meeting, resolved on a rights issue of approximately SEK 87.5 million (the "Rights Issue"). The subscription price has been determined to SEK 1.5 per share. Those who on the record date on 19 November 2025 are registered as shareholders in Impact Coatings will receive one (1) subscription right for each share held. Three (3) subscription rights will entitle to subscription for two (2) shares. The Company has received subscription commitments from existing shareholders and members of the Board of Directors and management which in total amount to approximately SEK 2.4 million, corresponding to approximately 2.7 percent of the Rights Issue.
 
Notice to the extraordinary general meeting for the resolution to approve the Rights Issue, which will be held on 14 November 2025, will be published through a separate press release.

Summary

• The Board of Directors of Impact Coatings has today resolved on the Rights Issue, conditional on the subsequent approval of the extraordinary general meeting.
• The extraordinary general meeting will be held on 14 November 2025 and the notice will be published through a separate press release.
• The net proceeds from the Rights Issue are intended to be used for the following purposes listed in order of priority; (i) industrialization of ongoing customer-driven development, (ii) development of new applications and market opportunities, (iii) strengthening of supply chain and machine production, and (iv) working capital.
• If the Rights Issue is fully subscribed, the Company will receive approximately SEK 87.5 million before deduction of transaction costs.
• The subscription price is SEK 1.5 per share.
• The subscription period in the Rights Issue runs from and including 21 November 2025, up to and including 5 December 2025.
• The subscription commitments from existing shareholders and member of the Board of Directors and management amount to approximately SEK 2.4 million, corresponding to approximately 2.7 percent of the Rights Issue.
• The full terms and conditions of the Rights Issue will be available in the disclosure document which is expected to be published around 19 November 2025.

Jonas Nilsson, CEO of Impact Coatings, commented:
“Over nearly thirty years, Impact Coatings has delivered advanced PVD coatings and coating systems to demanding customers in the energy, automotive, electronics, and luxury goods industries. Following strong system sales in 2023 and 2024, delayed investment decisions in the industry affected machine deliveries in 2025. At the same time, robust growth in Coating Services in Linköping and Shanghai indicates strong underlying demand for our solutions. We are leveraging our technology platform to pivot away from projects that depend on hydrogen for passenger vehicles. To this end, we are prioritizing advanced coatings essential for natural gas-fueled SOFC power to AI data centers, where we have early commercial traction and see significant upside potential, along with other energy-related applications. Coupled with aggressive cost-cutting and efficiency measures, we will deploy new capital to expand into high-value application areas like SOFC and accelerate our journey to profitability.”
 
Background and rationale
Impact Coatings has, since its founding in 1997, earned its reputation as an innovator and reliable partner offering advanced coating materials, processes and machines to a global customer base. The Company’s unique combination of expertise, coating services, and versatile PVD coating equipment offers customers a single platform that takes coating solutions from development to volume production. With an installed base of some 50 coating systems, the Company has a loyal existing customer base and generates revenue from prototyping, Coating Services, system sales, and aftermarket products/services. During 2024 and 2025, the Company added 39 new revenue-generating customers.
 
Following strong system sales in 2023 and 2024, this year has seen customers postponing capital investment decisions, resulting in weak system sales across application areas. Robust demand for Coating Services, however, as well as a strong pipeline of potential orders from new and existing customers, suggest underlying demand for the Company’s solutions remains strong. The commercial weakness of green hydrogen for mobility applications, especially passenger vehicles, has negatively affected Impact Coatings and its global peer companies since 2021. The Company is therefore pivoting its strategy to address a broader set of economically viable application areas and customer groups. In particular, the Company is experiencing commercial demand for advanced coatings essential for the performance and durability of SOFC power generation systems, often powered by natural gas and aimed at accelerating time-to-launch of AI data centers. The Company’s expertise and offerings address other applications in the energy sector including PEM electrolysis and fuel cells, as well as industrial coating applications in electronics, semiconductors, military/defense, and luxury goods.
 
To adapt the cost base to the current market and lower its break-even point, Impact Coatings has implemented significant headcount reductions and operational efficiency improvements, with continuing measures targeting working capital management and machine bill of materials (COGS). Based on the savings already realized, the Company estimates that it would reach a positive EBITDA at the same sales level and mix as in 2024, and with additional planned cost reductions, also a positive EBIT.
 
The proposed Rights Issue aims to provide Impact Coatings with capital to bridge a period of customers’ temporary capital spending delays while also fueling growth in high-potential application areas such as SOFC power generation for data centers. The Company sees significant opportunities to broaden its product portfolio and improve its supply chain for system manufacturing and assembly; both initiatives will require capital but build upon the Company’s already robust strengths and expertise. The Company anticipates reaching sustained profitability through a combination of revenue growth and continued improvements to the cost base and operational efficiencies.
 
Use of proceeds
If the Rights Issue is fully subscribed, the Company will receive approximately SEK 87.5 million before deduction of transaction costs. The Company's liquidity forecast of cash flows and available liquid assets (including precious metal stocks) indicates that the working capital deficit amounts to approximately SEK 40 million over the next twelve months. Given the Company's current business plan and considering the abovementioned background, the Company will use the net proceeds for the following purposes listed below in order of priority:
 
(i) Industrialization of ongoing customer-driven development within SOFC/SOEC and Iridium reduction/substitution, approximately 30 percent.

(ii) Development of new applications and market opportunities within semiconductors, defense, heat exchangers, and industrial R&D, approximately 30 percent.

(iii) Strengthening of supply chain and machine production, including local sourcing and assembly near key customer markets, approximately 20 percent.

(iv) Working capital and general corporate purposes, approximately 20 percent.
 
Extraordinary general meeting
The Board of Directors intends to convene an extraordinary general meeting through a separate press release, which will be held on 14 November 2025, to approve the Rights Issue.
 
The Rights Issue
Shareholders who are registered in the share register in Impact Coatings on the record date on 19 November 2025 will receive one (1) subscription right for each share held in the Company. Three (3) subscription rights entitles to subscription for two (2) shares. The subscription price is SEK 1.5 per share, which means that Impact Coatings will receive gross proceeds of approximately SEK 87.5 million before deduction of transaction costs, provided that the Rights Issue is fully subscribed. In addition, investors are offered the opportunity to sign up for subscription of shares without the support of subscription rights.
 
Provided that the Rights Issue is fully subscribed, and provided that the extraordinary general meeting resolves to approve the Rights Issue, the number of shares in Impact Coatings will increase by 58,324,474, from 87,486,713 to 145,811,187 and the share capital will increase by a maximum of SEK 7,290,559.250, from SEK 10,935,839.125 to SEK 18,226,398.375.
 
Shareholders who choose not to participate in the Rights Issue will through the Rights Issue have their ownership diluted by up to 40.0 percent (calculated on the total number of outstanding shares and votes in the Company after completion of the Rights Issue). These shareholders have the opportunity to compensate themselves financially for this dilution effect by selling their received subscription rights.
 
The last day of trading in the Company’s share including the right to receive subscription rights in the Rights Issue is on 17 November 2025. The shares are traded excluding the right to receive subscription rights in the Rights Issue as of 18 November 2025. The subscription period, with or without the support of subscription rights, runs from and including 21 November 2025 up to and including 5 December 2025. Trading in subscription rights will take place on Nasdaq First North Growth Market during the period from and including 21 November 2025 up to and including 2 December 2025 and trading in BTAs (paid subscribed share) will take place on Nasdaq First North Growth Market during the period from and including 21 November 2025 to around 17 December 2025.
 
Subscription commitments
The Company has received subscription commitments from existing shareholders and member of the Board of Directors and management, which in total amount to approximately SEK 2.4 million, corresponding to approximately 2.7 percent of the Rights Issue. No fee is paid for submitted subscription commitments. The subscription commitments are not secured through bank guarantees, restricted funds, pledged assets or similar arrangements.
 
The Company assesses that it conducts protected activities according to the Act (2023:560) on the Review of Foreign Direct Investments. Consequently, an investment in shares in the Rights Issue (other than by exercising preferential rights), which results in an investor acquiring a shareholding corresponding to or exceeding a threshold of 10, 20, 30, 50, 65, or 90 per cent or more of the total number of votes in the Company after the completion of the Rights Issue, must be reported to the Inspectorate for Strategic Products before the investment and, if applicable, the corresponding authority in accordance with legislation in another jurisdiction and cannot be completed until the Inspectorate for Strategic Products and, if applicable, another corresponding authority in another jurisdiction, has left the notification without action or approved the investment.
 
Preliminary timetable

 
Disclosure document
In connection with the Rights Issue, the Company will prepare a disclosure document in accordance with Article 1.4 db of the European Parliament and Council Regulation (EU) 2017/1129 (the "Prospectus Regulation"). The disclosure document will be prepared in accordance with the requirements of Annex IX to the Prospectus Regulation and will be published by the Company before the subscription period begins. The disclosure document is expected to be published around 19 November 2025.
 
Lock-up undertakings
Prior to the execution of the Rights Issue, all shareholding members of the Board of Directors and senior management of the Company as well as the Company’s largest shareholder Accendo Capital SICAV RAIF, have entered into lock-up undertakings, which, among other things and with customary exceptions, mean that they have undertaken not to sell shares in the Company. The lock-up undertakings expire on the day that falls 180 days after the settlement date in the Rights Issue.
 
Furthermore, the Company has undertaken towards Pareto Securities AB, subject to customary exceptions, not to issue additional shares or other share-related instruments for a period of 12 months after the end of the subscription period.
 
Advisers
Pareto Securities is Sole Manager and Bookrunner, KANTER Advokatbyrå KB is legal adviser to the Company and Advokatfirman Schjødt is legal adviser to Pareto Securities in connection with the Rights Issue.