SSH Communications Security announces intention to enter into strategic partnership with Leonardo, backed by an EUR 20 million share issue to Leonardo

Helsinki, Finland, 1 July, 2025. SSH Communications Security Oyj (“SSH”), a leading defensive cybersecurity company for humans, systems, and networks, announces its intention to enter into a strategic partnership with Leonardo S.p.A. (“Leonardo”), a global key player in aerospace, defence, and security.

The partnership is supported by a financial investment agreement (the “Investment Agreement”) pursuant to which SSH would issue in aggregate 13,333,333 new shares by way of a directed share issue with the subscription price of EUR 1.50 per share to Leonardo (the “Leonardo Share Issue”), thereby raising approximately EUR 20,000,000.

Leonardo Share Issue

The subscription price of the Leonardo Share Issue would be EUR 1.50 per share, representing a 49.6% premium over the five-day volume-weighted average share price of SSH as of June 30, 2025 at Nasdaq Helsinki.

The Leonardo Share Issue would consist of an aggregate of 13,333,333 new shares in the company, issued to Leonardo. Upon completion of the Leonardo Share Issue, the total number of shares in SSH would amount to 54,301,364, resulting in an ownership stake of 24.55% for Leonardo. Following completion of the Leonardo Share Issue, Leonardo will become the largest shareholder of SSH.

The current largest owner, Accendo Capital, with currently 27.66% of the shares, will become the second largest owner with 20.87% after the completion of the Leonardo Share Issue.

Pursuant to the terms of the Investment Agreement, the key conditions for completion of the Leonardo Share Issue are:

• the extraordinary general meeting of SSH having authorised the Board of Directors to decide on issuing of shares for the purposes of the Leonardo Share Issue;
• the extraordinary general meeting of SSH having approved an amendment of SSH’s articles of association to the effect that:
  • the number of members of the Board of Directors is between five and nine,
  • five members of the Board of Directors are elected by the general meeting of the company, and up to four members may be appointed so that each shareholder holding more than 20% is entitled to appoint one member;
• Leonardo obtaining required approvals under Finnish foreign acquisition laws; and
• other customary conditions precedent.

The Leonardo Share Issue is not conditional on any external financing being obtained.

Simultaneously with the Investment Agreement, Leonardo has entered into a ROFO and ROFR agreement with Accendo Capital and Mr. Tatu Ylönen.

Leonardo has rights of first offer and first refusal regarding certain share sales, subject to standard conditions.

Statement from SSH’s Board of Directors concerning the Leonardo Share Issue

The Board has assessed alternatives and concluded that the directed share issue is the most favorable option due to strategic partnership benefits, timing advantages, and premium pricing.

Strategic Partnership

The partnership will position SSH as a key partner for Leonardo’s Zero Trust Privileged Access Management and Quantum-Safe encryption solutions.

Leonardo will have exclusive rights (excluding Nordic countries) for certain markets including defence and government sectors.

Statements from leadership highlight expected growth, synergy, and market expansion opportunities.

For further information:

Henri Österlund, Chairman of the Board, tel. +358 40 528 5824
Rami Raulas, CEO, tel. +358 50 331 1741, email rami.raulas@ssh.com
Michael Kommonen, CFO, tel. +358 40 183 5836, email michael.kommonen@ssh.com

About SSH

SSH is a leading defensive cybersecurity company securing communications and access for humans, systems, and networks.

Customers range from Fortune 500 companies to SMBs across multiple sectors.

Solutions include PrivX Zero Trust access and quantum-safe encryption.

Shares (SSH1V) are listed on Nasdaq Helsinki. www.ssh.com

About Leonardo

Leonardo is a global aerospace, defence, and security company with 53,000 employees and major international programs.

Listed on the Milan Stock Exchange (LDO), with strong financial performance and ESG recognition.

Important information

This announcement is not for distribution in restricted jurisdictions including the United States, Australia, and others.

This is not an offer to sell or buy securities and does not constitute a prospectus.

Forward-looking statements involve risks and uncertainties, and actual results may differ materially.

SSH assumes no obligation to update forward-looking statements unless required by law.