Qt Group (QTCOM) M&A Announcement summary

Deal rationale and strategic fit

• Public cash offer for all Class B shares in IAR Systems at SEK 180 per share, totaling SEK 2,293 million (EUR 204 million), representing a 63.6% premium over the 3-month average price.

• IAR's embedded software solutions complement the acquirer's ambition to be a multi-product company in the embedded market.

• The acquisition expands the value chain position, enabling earlier engagement in customers' development processes.

• IAR's strong presence in the MCU market and functional safety segments broadens the acquirer's addressable market.

• Both companies serve overlapping industries, such as automotive, industrial automation, IoT, and MedTech.

Financial terms and conditions

• Offer price is SEK 180 per share, with a total value of SEK 2,293 million (EUR 204 million).

• Offer to be financed through a mix of existing funds and up to EUR 170 million in new debt commitments.

• Acceptance period is expected from August 18 to September 25, 2025.

• 36% of shareholders have committed or expressed intent to accept the offer.

Synergies and expected cost savings

• Opportunity to cross-sell quality assurance products to IAR's customer base, expanding the addressable market.

• Combined entity will offer a more comprehensive, one-stop solution for embedded software development.

• Potential to accelerate sales for both companies by leveraging complementary product portfolios.

• Plan to support IAR’s transition to a subscription-based revenue model, leveraging prior experience.