Summa Defence Plc Company announcement, inside information 5 June 2026 at 4:30 p.m. EEST
Summa Defence Plc (the "company") has today entered into a loan agreement with Largus Holding AB concerning a bridge financing arrangement of EUR 8.0 million.
Largus Holding AB is a Swedish privately owned investment company controlled by Erik Salén. Largus Holding AB forms part of the Salén investment sphere, a Swedish family-owned investment group with a long history of entrepreneurship, active ownership and long-term investments.
The purpose of the financing is to strengthen the company's short-term liquidity and working capital position and to support the stabilisation of the Group's financing structure while the company prepares longer-term equity- and debt-based financing solutions.
The loan will be made available to the company following the signing of the loan agreement. The loan carries an annual interest rate of 14 per cent, a set-up fee of 6 per cent of the principal amount and matures on 3 July 2026. The company may prepay the loan before maturity, subject to a prepayment penalty of 10 per cent of the principal amount repaid early.
The loan agreement includes certain undertakings relating to the company's use of the loan proceeds and future issuances of financial instruments.
The bridge financing has been structured with the intention that it may be converted into a convertible bond. Subject to the approval of the required authorisation by the Annual General Meeting on 24 June 2026 for the Board of Directors of the company, the agreement between the parties and applicable corporate and regulatory requirements, the loan, accrued interest and set-up fee may be converted into convertible bonds or otherwise set off against shares at a subscription or conversion price of EUR 0.20 per share. If the loan is converted into a convertible bond, the maturity date would be on or about 31 March 2027.
If the Annual General Meeting does not approve the required authorisation or if the Board of Directors of the company has not directed the convertible bond for subscription by Largus Holding AB by 3 July 2026, the loan principal, accrued interest and set-up fee shall be repaid in cash by 4 July 2026.
As previously announced, without new financing or payment arrangements, the company's current working capital is not sufficient for its needs for the next 12 months. Following the bridge financing, and provided that the loan is drawn down as planned, the company expects its short-term liquidity position and working capital to improve materially and estimates that the financing will cover the company's liquidity and working capital needs for approximately three to five months, depending on delivery schedules and the implementation of payment, financing and operational measures. The bridge financing is expected to address the company's immediate liquidity situation, but it does not remove the company's need to complete a longer-term financing solution.
As part of such longer-term financing solution, the company intends to prepare a rights issue, subject to the authorisations proposed to the Annual General Meeting, market conditions and separate resolutions by the Board of Directors of the company. The current intention of the Board of Directors is that the subscription price in the contemplated rights issue would correspond to the subscription or conversion price of EUR 0.20 per share contemplated under the possible convertible bond arrangement.
If the required financing, payment arrangements and operational measures cannot be implemented as planned or to a sufficient extent, this may have a material adverse effect on the company's business operations, financial position, liquidity and ability to continue as a going concern.
The company will communicate further information as the preparations progress.
SUMMA DEFENCE PLC
Board of Directors
Further information:
Robert Blumberg, CEO
Phone: +358 40 839 7408
Email: 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 2255.