Summa Defence Plc, Company announcement, 29 May 2026 at 19:00 EEST

Summa Defence Plc's Board of Directors' Report, Financial Statements and Auditor's Report for 2025 have been published

The financial statements have been amended compared to the unaudited financial statement release published on 31 March 2026 regarding the carrying amount of the Group's goodwill. On 22 May 2026, the company announced that it would sell its subsidiary Rasol Oy. As a result of the arrangement, Summa Defence recorded an impairment of approximately EUR 2.0 million in its 2025 financial statements. After the impairment, the Group's goodwill carrying amount is approximately EUR 167 million.

The auditor has issued a qualified opinion with the following reasons and emphasized a certain point as follows:

 (Translation of the Finnish original)

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Reasons for qualified opinion

The consolidated balance sheet as of 31 December 2025 includes consolidated goodwill of EUR 166,720,985.94 and capitalized development costs of EUR 16,004,716.29. The value of the shares of subsidiaries included in the parent company's balance sheet is EUR 192,481,760.51. The valuation of consolidated goodwill, subsidiary shares and development costs depends on the continuation of the Group's financing and operations and the future development of the subsidiaries, which is why their valuation is subject to significant uncertainties. Due to the matters described above, we were unable to obtain sufficient appropriate audit evidence regarding the correctness of the carrying amounts of consolidated goodwill, subsidiary shares included in the parent company's balance sheet and capitalized development costs.

We have conducted our audit in accordance with generally accepted auditing standards in Finland. Our responsibilities under generally accepted auditing standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section. We are independent of the parent company and the group companies in accordance with the ethical requirements applicable in Finland that are relevant to our audit, and we have fulfilled our other ethical responsibilities in accordance with those requirements. We believe that we have obtained sufficient and appropriate audit evidence to provide a basis for our qualified opinion.

Material uncertainty regarding going concern

We draw attention to the section "Going concern" in the notes to the financial statements, which describes the impact of the company's financial situation on going concern.

The notes state the following: "The financial statements have been prepared on a going concern basis. The company's management has assessed the parent company's and the group's ability to continue as a going concern in the foreseeable future, taking into account the company's liquidity situation, working capital requirements, earnings and cash flow development, financial expenses, investments, loan repayments and payment and financing arrangements for outstanding obligations.

On 13 May 2026, the company announced that its current working capital, without new financing or payment arrangements, is not sufficient to meet the company's needs for the next 12 months or to implement the strategy to the planned extent. In addition, on 28 May 2026, the company announced that the rights issue negotiations have ended without results and that the payment and financing arrangements required in the short term have not progressed as planned. The company's liquidity situation is therefore extremely tight, and there is substantial uncertainty regarding liquidity and the continuity of operations.

The company's management continues to actively negotiate alternative equity and debt financing solutions and other liquidity strengthening arrangements. These may include, among other things, asset or subsidiary sales, business restructuring, payment arrangements and other working capital and liquidity strengthening measures. The company's liquidity and going concern assessment is based on management's cash flow forecast and the assumption that sufficient financing, payment and other liquidity strengthening arrangements can be implemented in a timely manner and to a sufficient extent to secure the company's liquidity. However, the implementation of these arrangements is subject to material uncertainty.

If the necessary financing and payment arrangements or other liquidity strengthening measures cannot be implemented in a timely manner and to a sufficient extent, the company's ability to continue as a going concern will be materially jeopardized. Loss of liquidity could result in the company's liquidation or corporate restructuring or bankruptcy. This could also lead to significant impairments of the Group's goodwill, development costs and subsidiary shares."

The circumstances described above indicate a material uncertainty that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified for this matter.

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Summa Defence Plc has published the financial statements, the report of the Board of Directors and the auditor's report for the year 2025, which are available as a pdf file attached to this release and on the company's website at: https://summadefence.fi/en/investors/reports-and-presentations/financial-reports/.

SUMMA DEFENCE PLC

More information:

Robert Blumberg, CEO

Phone: +358 40 839 7408

E-mail: robert.blumberg@summadefence.com

Summa Defence in brief

Summa Defence Plc 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 Plc 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.