Reaktor Group Oy is planning an initial public offering and a listing on the regulated market of Nasdaq Helsinki

Reaktor Group Oy Press release 25 May 2026 at 8:00 a.m. EEST

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SINGAPORE, SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

Reaktor Group Oy is planning an initial public offering and a listing on the regulated market of Nasdaq Helsinki

Reaktor Group Oy (“Reaktor” or the “Company”) announces that it is planning an initial public offering and a listing of its shares on the regulated market of Nasdaq Helsinki Ltd (“Nasdaq Helsinki”) (the “Listing”). The planned initial public offering is expected to consist of an offering of new shares in the Company (the “New Shares”) for subscription in a share issue (the “Share Issue”) and in addition certain existing shareholders in the Company are expected to offer for purchase existing shares in the Company (together with the Share Issue, the “Offering”).

Reaktor is a Finnish globally operating technology company that designs, builds and sells software products and digital solutions. Reaktor’s three-dimensional value creation model comprises of i) a scalable Software Product Business, ii) a re-occurring Technology Solutions Business that serves clients across Reaktor’s eight industry-focused verticals (Aero, Retail, Gaming & Entertainment, Healthcare, Industrial, Defence & Security, Cross Industries and Public Sector) and iii) a Reaktor Ecosystem venture Business, in which the Company co-founds and invests in new technology companies.

Information on the Offering

The contemplated Offering is preliminary expected to consist of (i) a public offering to private individuals and entities in Finland, (ii) an institutional offering to institutional investors in Finland and, in accordance with applicable laws, internationally outside the United States and (iii) a personnel offering to the Company’s and its subsidiaries’ employees. Reaktor, certain of Reaktor’s shareholders, members Reaktor’s Board of Directors and management, and Reaktor’s employees participating in the contemplated personnel offering are expected to be subject to customary lock-up arrangements.

The objective of the Offering is to enable the Company to execute its growth strategy and to allow the Company to obtain access to capital markets and broaden its ownership base both with domestic and foreign investors, which would increase the liquidity of the Company’s shares, and to strengthen the reputation and recognition of the Company. The Listing and increased liquidity would also make it possible to use the Company’s shares more effectively as a means of consideration in potential mergers and acquisitions and in incentive programs for personnel.

With the Share Issue, Reaktor aims to raise gross proceeds of approximately EUR 20 million by offering New Shares for subscription. The proceeds from the Share Issue are intended to be allocated to three key areas in line with the Company’s strategic objectives:

building the Software Product Business, primarily through investments into the Defence & Security vertical, evaluation of opportunities to spin-off defence and security products to civil use cases and productization of consulting work in other verticals;
international and domestic expansion, organically and through selective mergers and acquisitions; and
accelerating the growth of Reaktor Ecosystem venture Business.

Ilmarinen Mutual Pension Insurance Company, Mariatorp Oy, assets managed by WIP Asset Management Ltd, certain funds managed by Sp-Fund Management Company Ltd, Danske Invest Finnish Equity Fund, as well as Aktia Fund Management Company Ltd on behalf of and for the account of the funds managed by it (together the “Cornerstone Investors”) have in total, subject to certain conditions, committed to subscribe for shares in the Company amounting to approximately EUR 45 million in the contemplated Offering at a pre-money equity value of up to EUR 190 million.

Mika Sutinen, Chair of the Board of Directors comments:

“The rapid adoption of artificial intelligence is a significant driver of potential future market growth in the technology industry. It creates entirely new opportunities for digital product development. In the long term, the digitalization of society and companies’ wide-ranging transformation projects will also bring interesting growth opportunities. We on the company’s Board of Directors believe that Reaktor has a strong position in this market: established client relationships, an international footprint, and a business model that is designed to deliver results. A potential listing would support Reaktor’s next phase of growth and strengthen its ability to capitalize on the market’s long-term opportunities.”

Pekka Horo, CEO comments:

“Over the past 25 years, Reaktor has built technological expertise that combines deep engineering skills with a genuine understanding of business. We believe that our value lies in helping our clients achieve their goals, not merely writing software.

For example, we have developed software products for the defence and security industry that have proven their worth in critical environments, and we have integrated artificial intelligence into our entire delivery model and are continuously building AI solutions together with our clients.

A potential listing would be a way for us to grow our ability to serve our clients and expand our operations into new markets. A potential listing would be a way for us to develop our scalable software product business, strengthen our international technology solutions business, and accelerate the growth of our Ecosystem business.”

About Reaktor

Reaktor is a Finnish globally operating technology company that designs, builds and sells software products and digital solutions that it considers pioneering. Reaktor operates through a three-dimensional value creation model comprising i) a scalable Software Product Business, formed currently of NATO-compliant defence software products in the defence software market as well as ongoing productization initiatives across other verticals, ii) a re-occurring Technology Solutions Business that operates globally and serves leading clients through end-to-end digital solutions across Reaktor’s eight industry-focused verticals, namely Aero, Retail, Gaming & Entertainment, Healthcare, Industrial, Defence & Security, Cross Industries and Public Sector, and iii) the Reaktor Ecosystem venture Business, in which the Company co-founds and invests in new technology companies, complementing Reaktor’s core offering and expanding its capabilities through a portfolio of more than 45 companies.

Reaktor sells its technology solutions and software products across multiple geographies, including Europe, the USA, Japan, Hong Kong and Australia. In 2025, approximately 62 percent of Reaktor’s revenue was generated from Finland and approximately 38 percent through its international business. Reaktor’s target is to grow the share of international revenue from the current level. As part of its international expansion, Reaktor has established offices outside Finland, in Amsterdam, Lisbon, New York and Tokyo. These offices as well as the offices in Helsinki, Tampere, Turku and Seinäjoki serve global clients in multiple geographies.

Reaktor’s competitive positioning is built on the principle that its value lies in helping clients reach their goals, not merely writing software. The Company’s people combine strong consulting skills with AI expertise and technical depth. Reaktor’s deep industry expertise and ability to deliver end-to-end solutions enable it to identify high-value-added business opportunities and deliver them through design, technology and change management.

The Company’s revenue in 2025 was EUR 117.7 million (2024: EUR 116.9 million; 2023: EUR 120.3 million), operating profit (EBIT) EUR 8.1 million (2024: EUR 9.4 million; 2023: EUR 10.6 million) and adjusted operating profit (EBIT) EUR 10.6 million (2024: EUR 12.4 million; 2023: EUR 13.8 million). The Company’s operating profit (EBIT) in 2025 was 6.9 percent of revenue (2024: 8.0 percent; 2023: 8.8 percent) and adjusted operating profit (EBIT) 9.0 percent of revenue (2024: 10.6 percent; 2023: 11.4 percent). The Company’s cash conversion in 2025 was 69.8 percent (2024: 103.9 percent; 2023: 114.7 percent). The Company’s operating free cash flow in 2025 was EUR 10.2 million (2024: EUR 17.2 million; 2023: EUR 20.9 million). Reaktor had 712 employees at the end of 2025.

Key strengths

The Company’s management believes that particularly the following factors are key strengths that position the Company positively in its competitive landscape:

large addressable markets¹ supported by favorable trends;
three-dimensional business model combining the Technology Solutions Business, a scalable Software Product Business, and the venture Ecosystem Business;
Reaktor’s Intelligence Software Suite for the defence and security market;
deep industry specialization across eight industry verticals with a premium, insight-led AI-embedded service offering;
blue-chip client base, high client retention and a proven track record of delivering business-critical solutions;
AI and data capabilities deeply embedded across the end-to-end delivery model;
highly skilled and experienced workforce with delivery capabilities targeting high performance; and
Reaktor Ecosystem provides the Company with capabilities that complement its core business by establishing and developing companies to create long-term value.

Strategy

In line with the Company’s strategy, Reaktor’s objective is to develop from a predominantly consulting-led technology company into a multi-dimensional technology group in which the Software Product Business’ revenue plays a materially larger role, at the core of which sits the historically stable and profitable technology solutions consulting business and the opportunities created by the Ecosystem business.

Reaktor’s strategy is based on the following six growth levers:

Grow share of wallet of existing clients
New logos in existing verticals and international growth
Leveraging product and platform opportunities
Expanding managed services business
Reaktor Ecosystem
M&A and partnerships

Financial targets and dividend policy

The financial targets of the Company constitute forward-looking statements that are not guarantees of future financial performance. All of the financial targets presented in this announcement are only targets and are not and should not be considered forecasts or estimates of Reaktor’s future performance.

Reaktor’s Board of Directors has set the following medium-term (3 to 5 years) financial targets for the Company:

Revenue growth:

annual organic revenue growth between 8 to 12 percent from the Technology Solutions Business;²
annual revenue between EUR 60 to 90 million by 2030 from the Software Product Business.

Profitability:

annual adjusted operating profit (EBIT) margin between 10 to 12 percent from the Technology Solutions Business;
annual adjusted operating profit (EBIT) between EUR 30 to 45 million by 2030 from the Software Product Business.

Dividend policy:

a dividend payout ratio between 20 to 40 percent of profit for the period at the group level.

Substantially all of the Company’s revenue and operating profit (EBIT) have been derived from the Technology Solutions Business during the years 2023–2025 and thus revenue for the Software Product Business has not been reported separately. Going forward, the Company expects to grow the share of the Software Product Business in the Company’s revenue and operating profit (EBIT), and the Company’s revenue (and operating profit (EBIT)) will consist of revenue (and operating profit (EBIT)) from the Technology Solutions Business³ and the Software Product Business. In the first quarter of 2026, organic revenue⁴ in the Technology Solutions Business was EUR 30.4 million and revenue in the Software Product Business was EUR 8.6 million.

Reaktor’s key figures

The following table sets forth the key figures of Reaktor:

	As at and for the three-month period ended 31 March		As at and for the financial year ended 31 December
	2026	2025	2025	2024 (restated)	2023 (restated)
(EUR thousand)	(unaudited)		(unaudited, unless otherwise indicated)
Revenue	39,070	29,922	117,707²	116,874²	120,283²
Revenue change, %¹	30.6%	-	0.7%	-2.8%	-
EBITDA¹	10,102	2,665	12,155²	13,487²	15,023²
% of revenue¹	25.9%	8.9%	10.3%	11.5%	12.5%
Operating profit (EBIT)¹	9,108	1,662	8,139²	9,355²	10,584²
% of revenue¹	23.3%	5.6%	6.9%	8.0%	8.8%
Adjusted EBITDA¹	11,398	3,210	14,606	16,542	18,206
% of revenue¹	29.2%	10.7%	12.4%	14.2%	15.1%
Adjusted operating profit (EBIT)¹	10,404	2,205	10,590	12,410	13,767
% of revenue¹	26.6%	7.4%	9.0%	10.6%	11.4%
Profit for the period	7,393	1,716	7,787²	5,588²	2,926²
Adjusted profit for the period¹	8,425	2,208	9,766	8,464	5,911
Earnings per share (EPS), basic, in euros	7.57	1.76	7.97²	5.62²	2.82²
Earnings per share (EPS), diluted, in euros	5.27	1.28	5.70²	5.62²	2.82²
Return on equity (ROE), %¹	155.7%	20.7%	127.0%	46.3%	14.0%
Return on capital employed (ROCE), %¹	113.9%	20.8%	72.1%	37.5%	17.3%
Equity ratio, %¹	16.0%	11.9%	12.4%	9.1%	26.9%
Adjusted equity ratio, %¹	56.2%	54.1%	55.9%	53.1%	54.4%
Net debt¹	-1,507	577	2,140²	861²	-3,110²
Net gearing, %¹	-14.6%	8.3%	29.9%²	16.8%²	-16.3%²
Net debt/Adjusted EBITDA¹	-0.07	0.04	0.15	0.05	-0.17
Adjusted operating free cash flow¹	10,019	2,393	10,199	17,185	20,880
Cash conversion, %¹	87.9%	74.5%	69.8%	103.9%	114.7%
Cash and cash equivalents	6,657	7,329	4,291²	7,813²	14,501²
Total assets	66,604	59,134	59,590²	56,910²	72,162²
Total equity	10,337	6,954	7,147²	5,115²	19,040²
Cash flows from operating activities	7,801	1,356	7,103²	12,462²	17,486²
Cash flows from investing activities	-589	-391	-2,036²	-1,222²	-1,096²
Cash flows from financing activities	-4,875	-1,370	-8,255²	-17,964²	-8,927²
Number of employees at end of the period	690	705	712	701	676
¹ Alternative performance measure. Reaktor presents in this announcement certain performance measures that are not defined or named as measures of historical financial performance, financial position or cash flows under the guidelines “Alternative Performance Measures” issued by the European Securities and Markets Authority (“ESMA”) in accordance with IFRS Accounting Standards, but are alternative performance measures. Reaktor presents the alternative performance measures as supplementary information to the financial measures presented in the group’s statement of income, balance sheet, statement of cash flows and notes prepared in accordance with IFRS Accounting Standards. In the Company’s view, the alternative performance measures provide meaningful supplementary information about the Company to management, investors, securities market analysts and other parties regarding the Company’s results of operations, financial position and cash flows. Alternative performance measures should not be considered in isolation or as a substitute for measures under IFRS Accounting Standards. Not all companies calculate alternative performance measures in a uniform manner, and therefore the alternative performance measures presented in this announcement may not be comparable with similarly named measures presented by other companies. The alternative performance measures are unaudited, except for the group’s operating profit (EBIT), EBITDA, net debt and net gearing, % key figures for the financial years ended 31 December 2025, 31 December 2024 and 31 December 2023, which are derived from the audited consolidated financial statements.
² Derived from the audited consolidated financial statements.

Advisers

DNB Carnegie Investment Bank AB, Finland Branch acts as the sole global coordinator and bookrunner for the Offering (“Sole Global Coordinator”). In addition, the Company has appointed Nordnet Bank AB (“Nordnet”) to act as the subscription place in the public offering and the personnel offering. Roschier, Attorneys Ltd. is acting as legal adviser to the Company. Krogerus Attorneys Ltd is acting as legal adviser to the Sole Global Coordinator. IR Partners Oy is acting as communications adviser to the Company.

Press conference

Reaktor will host a webcast-conference (in Finnish) today, 25 May 2026, at 10:00 a.m. EEST.

The event, introducing the Company and its plans, will be hosted by Reaktor’s CEO Pekka Horo and CFO Ilkka Kosola, as well as Chair of the Board Mika Sutinen. Attendees will be given the possibility to present questions after the presentation.

The conference can be followed as a webcast-broadcast from:

https://reaktor.events.inderes.com/20260525-itf

Further announcements relating to the process will be made in due course.

Contact us

Pekka Horo, CEO

Email: pekka.horo@reaktor.com

Ilkka Kosola, CFO

Email: ilkka.kosola@reaktor.com

Media inquiries

Jenna Karas, VP, Communications & Marketing

Tel. +358 40 139 5142

Email: jenna.karas@reaktor.com

Important information

This announcement is not being made in and copies of it may not be distributed or sent into the United States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa or any other jurisdiction in which the distribution or release would be unlawful.

The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. The Company does not intend to register any of the securities in the United States or to conduct a public offering of the securities in the United States.

The issue, purchase or sale of securities in the Offering are subject to specific legal or regulatory restrictions in certain jurisdictions. The Company and the Sole Global Coordinator assume no responsibility in the event there is a violation by any person of such restrictions.

This announcement is not an offer to sell or a solicitation of any offer to buy any securities issued by the Company in any jurisdiction where such offer or sale would be unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

In any EEA Member State other than Finland and in the United Kingdom, this announcement is only addressed to and is only directed at qualified investors in that Member State within the meaning of Regulation (EU) 2017/1129 (“Prospectus Regulation”) and Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018.

This announcement does not constitute an offer of securities to the public in the United Kingdom. No prospectus has been or will be approved in the United Kingdom in respect of the securities referred to herein. In the United Kingdom, this announcement is being distributed to and is directed only at persons (i) who have professional experience in matters relating to investments within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the “Order”), (ii) who are high net worth entities falling within Article 49(2)(a) to (d) of the Order or (iii) to whom this announcement may otherwise lawfully be communicated (all such persons together being referred to as “Relevant Persons”). Any investment activity to which this announcement relates will only be available to, and will only be engaged with, Relevant Persons. Any person who is not a Relevant Person should not act or rely on this announcement or any of its contents.

Any potential offering of the securities referred to in this announcement will be made by means of a prospectus. This announcement is not a prospectus as set out in the Prospectus Regulation. Investors should not subscribe for or purchase any securities referred to in this announcement except on the basis of information contained in the aforementioned prospectus.

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed by any person for any purpose on the information contained in this announcement or its accuracy, fairness or completeness. The information in this announcement is subject to change.

This announcement is for information purposes only and under no circumstances shall constitute an offer or invitation, or form the basis for a decision, to invest in any securities of the Company. The Sole Global Coordinator and Nordnet are acting exclusively for the Company and the selling shareholders and no one else in connection with the Offering. They will not regard any other person as their respective clients in relation to the Offering and will not be responsible to any other person for providing the protections afforded to their respective clients, nor for providing advice in relation to the Offering, the contents of this announcement or any transaction, arrangement or other matter referred to herein.

The contents of this announcement have been prepared by, and are the sole responsibility of, the Company. The Sole Global Coordinator or any of its respective directors, officers, employees, advisers or agents accept any responsibility or liability whatsoever for or makes any representation or warranty, express or implied, as to the completeness, accuracy or truthfulness of the information in this announcement (or whether any information has been omitted from this announcement) or any other information relating to the Company, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith.

Forward-looking statements

Matters discussed in this announcement may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as “believe”, “expect”, “anticipate”, “intend”, “may”, “plan”, “estimate”, “will”, “should”, “could”, “aim” or “might”, or, in each case, their negative, or similar expressions. The forward-looking statements in this announcement are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurances that they will materialize or prove to be correct. Because these forward-looking statements are based on assumptions or estimates and are subject to risks and uncertainties, the actual results or outcome could differ materially from those set out in the forward-looking statements as a result of many factors. The Company does not guarantee that the assumptions underlying the forward-looking statements in this announcement are free from errors nor does it accept any responsibility for the future accuracy of the opinions expressed in this announcement or any obligation to update or revise the statements in this announcement to reflect subsequent events or circumstances. Readers are advised to view the forward-looking statements contained in this announcement with caution. The forward-looking statements contained in this announcement are based on the views and assumptions of the Company’s management and the facts known by the Company’s management as at the date of the announcement and are subject to change without notice. The Company does not undertake any obligation to review, update, confirm or release publicly any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this announcement.

Information to Distributors

Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended (“MiFID II”); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together the “MiFID II Product Governance Requirements”), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any “manufacturer” (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the shares have been subject to a product approval process, which has determined that the shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II (the “Target Market Assessment”); and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II. Notwithstanding the Target Market Assessment, distributors should note that: the price of the shares may decline and investors could lose all or part of their investment; the shares offer no guaranteed income and no capital protection; and an investment in the shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Offering. For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the shares. Each distributor is responsible for undertaking its own Target Market Assessment with respect to the shares and determining appropriate distribution channels.

[1.] Reaktor operates in the IT services market and the defence software market. With the term “addressable market” the Company refers to the hypothetical overall revenue opportunity that could be available to the Company, if it obtained a 100 percent market share in the relevant market, which is intended to illustrate the breadth and depth of the market that the Company operates. The term is not an estimate of the market share that is, or is expected to be, available to the Company.

[2.] Revenue growth from the Company’s existing operations. Reported revenue is adjusted by excluding revenue generated from business acquisitions as well as divestments and operations that are discontinued, which are considered to impact comparability.

[3.] The revenue and operating profit (EBIT) of the Technology Solutions Business includes the revenue and operating profit (EBIT) of those Ecosystem companies that are consolidated into the group.

[4.] Reported revenue adjusted by removing revenue generated from business acquisitions and from divestments and operations that are discontinued, which are considered to impact comparability. In the first quarter of 2026, there were no divestments or discontinued operations.