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QPR SOFTWARE PLC        INSIDE INFORMATION        FEBRUARY 25, 2025, AT 20:30 PM EET

Inside information: QPR Software Plc is looking into a possible share issue during the first quarter of 2025; Company has received irrevocable commitments to subscribe for shares for a minimum of EUR 1.4 million

The Board of Directors of QPR Software Plc (the “Company”) is looking into the possibility of conducting a share issue during the first quarter of 2025 in order to accelerate the Company’s growth through additional resources into the Company’s sales and marketing operations, as well as to strengthen its financial position, including the possibility of conducting a directed share issue. The potential share issue would be conducted pursuant to the authorisation granted by the Annual General Meeting of the Company held on May 15, 2024, to decide on issuances of new shares and conveyances of the own shares held by the Company either in one or more instalments, including the right to deviate from the shareholders’ pre-emptive subscription right. Based on the remaining authorisation, the maximum number of new shares that may be issued and own shares held by the Company that may be conveyed in a share issue is 4,478,695 shares. The Company aims to raise gross proceeds of approximately EUR 1.4–2 million through the potential share issue.

The Company has received irrevocable commitments from Oy Fincorp Ab, First Fellow Ltd and Oy Formikafinn Ab to subscribe for new shares in the potential share issue for an aggregate minimum of EUR 1.4 million. The commitments are conditional upon the requirement that the subscription price per share in the potential share issue would, at the most, be the volume weighted average price of the Company’s shares on Nasdaq Helsinki Ltd for the five (5) trading days preceding the Board’s resolution on the beginning of the subscription period, however, so that the subscription price may not exceed the closing price of the Company’s shares on Nasdaq Helsinki Ltd on the trading day preceding the Board’s resolution on the subscription period in the potential share issue. Furthermore, the number of shares to be subscribed based on the subscription commitment of Oy Fincorp Ab shall be decreased, if necessary, to ensure that Oy Fincorp Ab does not incur an obligation to make a mandatory tender offer for all remaining shares and securities in the Company pursuant to the Finnish Securities Markets Act (746/2012, as amended) directly based on participating in a potential share issue. The commitments are valid until March 31, 2025.

The Company noted in its financial statements bulletin for 2024 that in 2025 the Company is, as part of its turnaround strategy, shifting its focus to investing in growth and business development. Growth will be driven primarily in the United States, Europe, and the Middle East, supported by the strengthening of the partner network. The proceeds from the potential share issue would be used to support the implementation of said turnaround strategy.

The decision concerning the potential share issue and its terms and conditions will be made and communicated later on, and conducting the share issue is not certain. Evli Plc would act as the lead manager for the possible share issue.

For further information:

QPR Software Plc

Heikki Veijola

Chief Executive Officer

Tel. +358 40 922 6029

QPR Software in brief

QPR Software (Nasdaq Helsinki) is a leading player in the Digital Twin of an Organization (DTO) use case and one of the most advanced process mining software companies in the world. The company innovates, develops, and delivers software for analyzing, monitoring, and modeling organizational operations. Additionally, QPR provides consulting services to ensure its customers derive full benefits from the software and associated methodologies.

www.qpr.com

DISTRIBUTION

Nasdaq Helsinki

Key medias

www.qpr.com

IMPORTANT INFORMATION

This release is not an offer for sale of securities in the United States. Securities may not be sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended. The Company does not intend to register any part of the share issue in the United States or to conduct a public offering of securities in the United States.

The distribution of this release may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restrictions. The information contained herein is not for publication or distribution, in whole or in part, directly or indirectly, in or into Australia, Canada, the Hong Kong Special Administrative Region of the People’s Republic of China, Japan, New Zealand, Singapore, South Africa or the United States, or any other jurisdiction in which the publication or distribution would be unlawful. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. This release is not directed to, and is not intended for distribution to or use by, any person or entity that is a citizen or resident or located in any locality, state, country or other jurisdiction where such distribution, publication, availability or use would be contrary to law or regulation or which would require any registration or licensing within such jurisdiction.

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No part of this release, nor the fact of its distribution, should form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. The information contained in this release has not been independently verified. No representation, warranty or undertaking, expressed or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or the opinions contained herein. The Company or any of its respective affiliates, advisors or representatives or any other person, shall have no liability whatsoever (in negligence or otherwise) for any loss however arising from any use of this release or its contents or otherwise arising in connection with this release. Each person must rely on their own examination and analysis of the Company, its subsidiaries, its securities and the transactions, including the merits and risks involved.

Forward-Looking Statements

This release includes forward-looking statements. These statements may not be based on historical facts, but are statements about future expectations. When used in this release, the words “aims”, “anticipates”, “assumes”, “believes”, “could”, “estimates”, “expects”, “intends,” “may”, “plans”, “should”, “will”, “would” and similar expressions as they relate to the Company and the transactions identify certain of these forward-looking statements. Other forward-looking statements can be identified in the context in which the statements are made. These forward-looking statements are based on present plans, estimates, projections and expectations and are not guarantees of future performance. They are based on certain expectations, which, even though they seem to be reasonable at present, may turn out to be incorrect. Such forward-looking statements are based on assumptions and are subject to various risks and uncertainties. Readers should not rely on these forward-looking statements. Numerous factors may cause the actual results of operations or financial condition of the Company to differ materially from those expressed or implied in the forward-looking statements. The Company or any of its affiliates, advisors or representatives or any other person undertakes no obligation to review or confirm or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise after the date of this release.