8.8.2025

WithSecure Diana BidCo’s public tender offer on WithSecure

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We are acting as the legal advisor to WithSecure Corporation in Diana BidCo Oy’s voluntary public cash tender offer for all the issued and outstanding shares in WithSecure. The tender offer values WithSecure’s total equity at approximately EUR 299 million.

Diana BidCo is a private limited company incorporated and existing under the laws of Finland that will be indirectly owned by a consortium formed for purposes of the tender offer by certain affiliated funds of CVC Capital Partners Plc and Risto Siilasmaa. The consortium believes that the partnership strengthens and accelerates the road to WithSecure’s long-standing goal of becoming Europe’s most trusted cybersecurity partner by positioning the company to lead the next era of business cybersecurity.

WithSecure’s shares are listed on the official list of Nasdaq Helsinki. WithSecure is a Europe-based cybersecurity company that helps protect businesses and is committed to strong partnerships with customers and collaborators. WithSecure’s customers trust WithSecure with outcome-based cybersecurity that protects and enables their operations.

The completion of the tender offer is subject to the satisfaction or waiver by the offeror of certain customary conditions on or prior to the offeror’s announcement of the final results of the tender offer. The tender offer is currently expected to be completed during the fourth quarter of 2025.

The Takeover Board of the Securities Markets Association issued on 4 August 2025 a new recommendation (1/2025) on good securities market practice that deals with the target company’s board of directors’ obligations in case of a consortium offer in which a major shareholder of the company participates in the consortium.

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