Subject to certain customary closing conditions, NVIDIA will subscribe for new Nokia shares at a price of USD 6.01 (EUR 5.16) per share. This subscription equates to an effective capital contribution to Nokia of approximately USD 1.0 billion (EUR 0.86 billion).
All amounts denominated in USD have been converted into EUR using the USD/EUR exchange reference rate published by the European Central Bank on 27 October 2025, which was 0.8591 (USD 1 = EUR 0.8591).
The subscription price will be recorded in Nokia’s reserve for invested unrestricted equity. This directed share issuance is a crucial component of the strategic partnership between Nokia and NVIDIA. The subscription price was determined during negotiations between the two companies.
In addition to evaluating the strategic partnership internally, Nokia sought independent legal and financial advice to assess the fairness of the share issuance terms, considering the value of the partnership.
The Nokia shares will be delivered to NVIDIA in the form of American Depositary Shares (ADS). Nokia expects the new shares to be registered with the Finnish Trade Register in November, followed promptly by their entry into the book-entry system maintained by Euroclear Finland.
After the issuance and registration, the total number of Nokia shares is expected to reach 5,742,239,696. The new shares represent approximately 2.98% of Nokia’s total shares prior to issuance and about 2.90% following the issuance.
Once registered with the Finnish Trade Register, the new shares are expected to be admitted for trading on Nasdaq Helsinki and Euronext Paris alongside existing Nokia shares, as well as on the New York Stock Exchange in the form of American Depositary Shares.
The Board of Directors’ resolution to issue these shares is based on the authorization granted by the Annual General Meeting held on 29 April 2025.
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