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ReleasesStock Exchange Bulletin
Annual Financial Report
February 26, 2026, at 8:00 a.m.
Solteq Plc’s Annual Report for the financial period January 1 – December 31, 2025, has been published in Finnish and English. The Annual Report consists of Corporate Governance Statement, Remuneration Report, Report of the Board of Directors, Key Figures, Financial Statements, and Auditor’s Report.
The Financial Statements are published in accordance with the European Single Electronic Format (ESEF) reporting requirements. The report is in Extensible Hypertext Markup Language (XHTML). In line with the ESEF requirements, the primary financial statements, the notes to the consolidated financial statements, and the company identification data included in the ESEF financial statements data have been marked up with XBRL tags. The audit firm PricewaterhouseCoopers Oy has provided an independent auditor’s reasonable assurance report on Solteq’s ESEF Financial Statements in Finnish in accordance with ISAE 3000 (Revised), and the ESEF Annual Report in Finnish is available attached to this release and at solteq.com.
The Auditor’s Report, provided by PricewaterhouseCoopers Oy, contains additional information about material uncertainty regarding Solteq Plc’s going concern principle, which concerns the restructuring of the company’s financing.
The Annual Report is attached to this stock exchange bulletin and available on the Company’s website.
Going Concern principle
The financial statements for the financial year 2025 have been drawn up under the going concern principle. In assessing the going concern principle, the management of the company has considered the risks related to the refinancing of the company. The key elements of Solteq Group’s debt financing are a fixed-rate bond, as well as standby and bank account credit limits.
Solteq issued a fixed-rate unsecured senior bond with a nominal value of EUR 23.0 million on October 1, 2020, of which the company has repurchased and canceled a total of EUR 4.3 million. The outstanding amount of the bond is EUR 18.7 million. The terms and conditions of the bond were amended in a written procedure, approved on September 13, 2024, so that the bond matures on October 1, 2026. The standby and bank account credit limits total EUR 7.0 million. The related financial covenants are linked to the terms of the bond.
The terms of the bond include financial covenants concerning the distribution of funds and incurring financial indebtedness other than permitted under the terms of the bond (Incurrence Covenant). The covenants require that the equity ratio exceeds 27.5 percent, the interest coverage ratio (EBITDA/net interest cost) exceeds 3.00:1, and that the Group’s net interest-bearing debt to EBITDA ratio does not exceed 4:1. The covenants concerning the distribution of funds and incurring financial indebtedness other than permitted under the terms of the bond are not fulfilled based on the reporting period. The fulfillment of the covenants is always reviewed based on the last reported 12-month period. Violations of the above-mentioned financial covenants of the bond do not, as such, lead to the right to demand immediate repayment of the bond, but they limit the distribution of the company's funds and incurring financial indebtedness other than permitted under the terms of the bond.
The company has initiated measures to arrange refinancing of the company. The arrangement consists of the renewal of the existing bond and of the standby and bank account credit limits.
The outcome of the financing negotiations is particularly influenced by the company's financial performance before the current financing matures. Significant deviations in the company's financial performance relative to its own estimate for 2026 could jeopardize the refinancing. There is significant uncertainty regarding the company's financial performance due to the weakening general demand for IT sector services. Customer companies' weak market situation continues to slow down investments in new systems. The company must be able to offer competitive solutions to customers in a challenging market situation and succeed in project implementations.
In assessing the going concern, the management of the company has considered the effects of the measures taken during the financial year 2025, the financial performance, financial forecasts, and risks related to financing. Considering the above measures and risks, the management estimates that operations will continue and that the risk of insufficient funding is small. The company believes that the planned financing arrangements will lead to a favorable outcome. The financial statements for 2025 have therefore been drawn up under the going concern principle.
However, the company's refinancing is still ongoing at the time of signing the financial statements. This and other circumstances mentioned above involve material uncertainty that may cast significant doubt about the Group's and Parent Company’s ability to continue its operations.
Attachments
Further information
CEO Aarne Aktan
Tel: +358 40 342 4440
E-mail: aarne.aktan@solteq.com
CFO, General Counsel Mikko Sairanen
Tel: +358 50 567 3421
E-mail: mikko.sairanen@solteq.com
Distribution
Nasdaq Helsinki
Key media
www.solteq.com
About Solteq
Solteq is a Nordic software solution and expert service provider specializing in retail and energy sectors and needs related to e-commerce. The company employs approximately 400 professionals and operates in Finland, Sweden, Norway, Denmark, Poland, and the UK.
