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 USD amounts have been converted into EUR using the USD/EUR exchange reference rate published by the European Central Bank for 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 an essential part of the strategic partnership between Nokia and NVIDIA. The subscription price was determined through negotiations between the two companies.
In addition to its assessment of the strategic partnership, Nokia has obtained independent legal and financial advice to evaluate the fairness of the share issuance terms, considering the partnership’s strategic value.
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 and entered promptly into the book-entry system maintained by Euroclear Finland.
Following the share issuance and registration of the new shares, the total number of Nokia shares is expected to be 5,742,239,696. The new shares will represent approximately 2.98% of Nokia’s total shares prior to issuance and about 2.90% afterward.
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. They will also be traded on the New York Stock Exchange in the form of American Depositary Shares.
The resolution to issue these shares is based on authorization granted to Nokia’s Board of Directors by the Annual General Meeting held on 29 April 2025.
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