Translation: Original published in Finnish on 9/29/2026 at 7:55 am EEST.

Spinnova’s Extraordinary General Meeting approved, as expected, the company’s plan for a dual listing in the United States and authorized the Board of Directors to issue shares. In our view, using the authorization in full as initially presented, relative to the company's current number of shares, would pose a dilution risk to current shareholders, although this is, of course, only an authorization, and the final terms and timeline of the US listing remain open. However, we expect the company to announce the terms of its US IPO in the near future, which, in our view, will also require final approval from the SEC for the documents relating to the arrangement.

Full use of the authorization would significantly dilute current shareholdings

At the shareholders' meeting, the Board of Directors was authorized to resolve on the issuance of up to 45.9 million new shares in connection with the US listing. This amount corresponds to approximately 88% of the company's current share capital. The company has previously stated that it aims to raise at least 15 MUSD gross proceeds, or about 13.2 MEUR, through the share issue. If the board were to use the full extent of its authorization to raise this amount of capital, the subscription price per share would drop to approximately EUR 0.29. This price is well below the current share price of around EUR 0.48, so fully utilizing the authorization could significantly dilute current shareholders' holdings (we believe the company would primarily execute the arrangement as a directed share issue to the US market).

However, the final terms of the IPO depend on estimated demand for the new shares in the United States, and we expect the board to decide on the offering's pricing in the near future with its advisors. Therefore, the dilution may not fully materialize, and, conversely, the board has substantial leeway within the authorization to price the issue lower than the current share price to ensure its success. We will add Spinnova's initial public offering to our forecasts after the terms of the issuance are announced.

The shareholders' meeting also resolved to amend the general authorization to issue a maximum of 9.8 million shares. This would correspond to approximately 10% of the share capital if the IPO were carried out in full. In our view, this is an effective and standard tool for the board, even after a potential IPO in the United States.

Additional capital would provide much-needed leeway for commercialization

Spinnova's cash position was 39 MEUR at the end of H1'26. Based on our assessment, the company’s current financial position allows it to advance the commercialization of its technology for another 2–3 years without an immediate need for funding, although this timeframe also depends to some extent on the company’s strategic decisions, such as how it uses its demonstration plant in Jyväskylä. Nevertheless, we believe that Spinnova’s roadmap to achieving a commercial breakthrough with its technology and generating positive cash flow is still long and uncertain. If it materializes, the US IPO would indeed strengthen the company's financial position and extend the runway for advancing commercialization somewhat.

We have commented on Spinnova’s overall picture in our H1 update published at the end of August.