Indicate by check mark whether the
registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
This Report on Form 6-K and the exhibits attached
hereto contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other applicable
securities laws. Forward-looking statements can be identified by the use of words such as “expects,” “anticipates,”
“intends,” “plans,” “believes,” “seeks,” “estimates,” “will,”
“projects,” “targets,” “may,” “could,” “should,” “potential,”
“likely,” “outlook,” “guidance,” “roadmap,” “pipeline” and similar expressions
or variations of such words, or statements that certain actions, events, results or developments “will,” “may,”
“could,” or “should” occur or be achieved.
Forward-looking statements in this Report on Form
6-K and the exhibits attached hereto include, but are not limited to, statements regarding: the Company’s expectations for revenue
growth of 50% to 100% for fiscal year 2026 and the anticipated timing of commercialization and revenue recognition for next-generation
post-quantum products, including the QS7001 and QVault TPM product lines; the Group’s commercial pipeline of more than $225 million
through 2029, including over $100 million linked to QS7001 and QVault TPM programs, and the expected conversion of evaluation opportunities
into commercial orders; the timing and completion of product certifications, including Common Criteria, FIPS 140-3 and TCG certifications
for the Group’s post-quantum semiconductor and TPM products; the proposed business combination of WISeSat.Space Holdings Corp. with
Columbus Acquisition Corp. and the expected listing of WISeSat on Nasdaq; the proposed business combination of Quantisimo with GigCapital8
Corp.; the development and deployment of the Quantum Spatial Orbital Cloud (QSOC) roadmap, including the anticipated launch of dedicated
QSOC satellites beginning in 2027 and full operational capability by 2033; the expected contributions of strategic investments, acquisitions
and joint ventures, including IC’Alps, Miraex, Wecan Group, Quantix Edge Security, EeroQ and Quobly, and the deployment of the $200
million SEALQuantum Sovereign Vertical Stack; the anticipated regulatory requirements and market demand for post-quantum cryptography
and quantum-resistant security solutions, including requirements under CNSA 2.0, the EU Cyber Resilience Act and related frameworks; the
Group’s liquidity, capital resources and ability to fund operations, R&D investments and strategic transactions; and the expected
development, capabilities and commercial deployment of the Group’s products, services and technology platforms across the SEALSQ,
WISeSat, WISe.ART, SEALCOIN and WISeID verticals.
These forward-looking statements are based on
management’s current expectations, estimates and projections and involve known and unknown risks, uncertainties and other factors
that may cause actual results, performance or achievements to be materially different from those expressed or implied by such statements.
Factors that could cause or contribute to such differences include, but are not limited to: the risk that customer evaluation pipelines
may not convert into commercial orders at the rates or within the timeframes currently anticipated, and that customer integration cycles
may take longer than expected; the risk that product certifications may be delayed or may not be obtained on the terms or within the timeframes
currently expected; the risk that proposed business combinations may not be completed on the terms described, within the expected timeframes
or at all, including due to failure to satisfy closing conditions, obtain required approvals or secure shareholder or regulatory consent;
the risk that the Group’s technology roadmap, including for post-quantum semiconductors, ASICs and satellite infrastructure, may
encounter technical, operational or commercial challenges that delay or prevent deployment; changes in economic, regulatory, competitive
or market conditions, including changes in demand for post-quantum and cybersecurity products and services; the Group’s ability
to maintain adequate liquidity and access capital markets on favorable terms; and other risks and uncertainties described in the Company’s
filings with the U.S. Securities and Exchange Commission and the SIX Swiss Exchange, including those described in the Company’s
most recent Annual Report.
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
Exhibit 99.1

WISeKey Reports First Half 2026 Financial Results,
Accelerates Quantum and Post-Quantum Strategy and Provides Outlook
Schedules Conference Call for Thursday, October
1 at 9:00am ET
| ● | H1 2026 Unaudited Revenue Up Approximately
116% to $11.4 Million |
| ● | Approximately $495 Million in Cash and Restricted
Cash at June 30, 2026 |
| ● | SEALSQ Commercial Pipeline Exceeds $225 Million
Through 2029 |
| | | |
| ● | FY 2026 Revenue Growth Guidance of 50% to
100% Reaffirmed |
| ● | Shareholders Approved Redomiciliation; Direct
Nasdaq and SIX Listing as WISeQey (WQEY) Expected in October |
| | | |
| ● | Strategic Progress Includes WISeSat and Quantisimo
Transactions, Commercial QSOC Deployment, SEALQuantum Expansion and New Swiss Post-Quantum Semiconductor Center |
GENEVA, Switzerland – September 30, 2026
– Ad hoc announcement pursuant to Art. 53 LR - WISeKey International Holding Ltd (“WISeKey” or the “Company”)
(SIX: WIHN; Nasdaq: WKEY), a global leader in cybersecurity, digital identity, post-quantum semiconductors, quantum technologies and secure
satellite infrastructure, today announced its financial results for the six months ended June 30, 2026 (H1 2026) and provided an update
on significant strategic developments achieved since the beginning of the year.
H1 2026 Financial Highlights
| ● | Revenue more than doubled: Revenue rose
approximately 116% to approximately $11.4 million, from $5.3 million in H1 2025. |
| ● | Gross profit increased 192% to $5.5 million,
compared to gross profit of $1.9 million in H1 2025; gross margin expanded to approximately 48% from 35% in H1 2025. |
| ● | Operating loss was $40.9 million, compared
to operating loss of $27.3 million in H1 2025. |
| | | |
| ● | Net loss was $36.4 million, compared to
net loss of $22.3 million in H1 2025. |
| ● | Post-quantum pipeline above $100 million:
The commercial pipeline as of September 22, 2026, at subsidiary SEALSQ Corp (Nasdaq: LAES) (“SEALSQ”) exceeds $225 million
through 2029 and contains more than $100 million associated with the Company’s Post-Quantum projects, including the QS7001 and QVault
TPM. It reflects rising demand as governments, enterprises and critical infrastructure operators prepare to move to quantum-resistant
cryptography. These figures represent management estimates and are subject to risks such as conversion risk, customer validation, technical
integration and other commercial risks. |
| | | |
| ● | Over $495 million in cash and restricted cash
and minimal debt: At June 30, 2026, the Group held approximately $495 million in cash and restricted cash and had minimal debt. |
| ● | Funding the next phase of growth: This
financial strength lets WISeKey keep investing in post-quantum semiconductor commercialization, quantum technologies, sovereign infrastructure
and strategic acquisitions, with a long-term investment horizon. |
| | | |
| ● | FY 2026 guidance reaffirmed: WISeKey expects
FY 2026 revenue growth of 50% to 100% year over year. |
Carlos Moreira, Founder, Chairman and Chief Executive
Officer of WISeKey, said: “2026 is the year the technologies and investments we have built over many years are coming together as
one commercial ecosystem, and WISeKey is entering the most important commercialization phase in its history. First-half revenue grew approximately
116%, and we ended June with approximately $495 million in cash and restricted cash and minimal debt. That gives us a strong financial
foundation to execute our strategy.
“Our momentum continued into the third quarter.
Shareholders approved our redomiciliation, which clears the way for a direct listing on Nasdaq. We advanced the WISeSat and Quantisimo
transactions, began commercializing our Quantum Spatial Orbital Cloud, and signed an agreement with the Canton of Jura to develop a sovereign
post-quantum semiconductor center in Switzerland.
“Our priorities are now clear and measurable:
convert the SEALSQ pipeline into revenue, bring our post-quantum products into volume production, complete the WISeSat and Quantisimo
transactions, and expand our sovereign semiconductor infrastructure. Looking beyond 2026, we are building a group in which WISeKey, SEALSQ,
WISeSat, and Quantisimo can each grow as focused businesses while remaining connected through one trusted infrastructure. From silicon
to qubits, from identity to AI, and from Earth to space, our mission is unchanged: to provide the Root of Trust for the next generation
of the digital economy.”
Strategic
Developments
WISeKey Redomiciliation and Planned Direct
Nasdaq Structure
WISeKey advanced its strategy to simplify
its corporate structure and strengthen its access to U.S. and international capital markets. On June 26, 2026, WISeKey signed a merger
agreement to move the domicile of its holding company from Switzerland to the British Virgin Islands. WISeKey’s British Virgin Islands
subsidiary, WISeQey Corp. (formerly known as WISeKey International Corp., “WISeQey”) filed a registration statement on Form
F-4 with the U.S. Securities and Exchange Commission on July 16, 2026, and the SEC declared it effective on July 31, 2026. At an Extraordinary
General Meeting held on September 9, 2026, shareholders approved the redomiciliation and the related merger agreement. On September 16,
2026, the subsidiary, which will become the Group’s new parent company, changed its name to WISeQey Corp.
The redomiciliation is expected to take
effect on October 1, 2026, with WISeQey ordinary shares expected to begin trading under the ticker “WQEY” on or about October
5, 2026 on both the Nasdaq Global Market and the SIX Swiss Exchange, which will remain the primary listing. The WISeQey ordinary shares
will trade directly on Nasdaq, replacing WISeKey’s existing American Depositary Shares and providing the Group with a more streamlined
U.S. capital markets presence while preserving its international footprint. WISeQey’s operational headquarters and place of effective
management will remain in Switzerland, and the Group’s businesses and operations are not expected to change. Completion of the redomiciliation
remains subject to the remaining closing conditions and the applicable Swiss and British Virgin Islands procedures.
This simplified structure, together
with the planned independent listings of WISeSat and Quantisimo, is designed to give investors clearer visibility into the value and performance
of each of the Group’s technology platforms.
Quantisimo: Creating a Quantum Technology Pure-Play
In June 2026, WISeKey and SEALSQ established
Quantisimo Corp. and executed a non-binding Letter of Intent with GigCapital8 Corp. (Nasdaq: GIW) regarding a potential business combination
designed to create a Nasdaq-listed quantum technology company. The initial transaction contemplated an enterprise value of approximately
$575 million.
Quantisimo is being designed to bring
together selected technologies and investments developed through the SEALQuantum ecosystem, creating a vertically integrated platform
spanning quantum computing, photonics, quantum-secure infrastructure and related technologies.
The proposed transaction remains subject
to definitive agreements, regulatory review, shareholder approvals and customary closing conditions. The Group is targeting completion
of the transaction during the first quarter of 2027, subject to satisfaction of these conditions.
SEALQUANTUM Sovereign Vertical Stack: Building
the Root-to-Qubit Technology Stack
SEALSQ continued to execute its SEALQUANTUM
Sovereign Vertical Stack strategy, backed by a targeted allocation of up to
$200 million of SEALSQ’s internal capital resources. The strategy aims to build a sovereign, vertically integrated quantum technology
stack. It runs from the cryptographic Root of Trust and post-quantum semiconductors through photonics and quantum computing. Key milestones
include:
| ● | SEALSQ
completed its acquisition of Miraex SA in Switzerland, adding quantum photonics interconnect technology. |
| ● | SEALSQ
invested approximately €15 million in Quobly in France as a lead investor in Quobly’s €115 million Series A financing,
and subsequently signed a $5 million commercial agreement. |
| ● | SEALSQ
has invested a total of $7.0 million in EeroQ, a U.S.-based quantum computing company. |
| ● | SEALSQ
made a majority investment in Wecan Group, and WISeKey is working with Wecan to develop and deploy the next generation of Wecan’s
Co-Pilote compliance solution, aiming to integrate post-quantum financial security solutions for the global financial industry. |
These assets complement the Group’s
in-house semiconductor, PKI and secure infrastructure capabilities into an integrated architecture “Root-to-Qubit.
The WISeKey Quantum RootKey ties these
assets together. It extends the Root of Trust that WISeKey has operated under the OISTE Foundation governance model since 1999 into the
post-quantum and quantum computing era. WISeKey has begun integrating the Quantum RootKey across the SEALQUANTUM Sovereign Vertical
Stack ecosystem, anchoring each asset to a common, quantum-resistant trust layer that spans from chips to qubits.
Post-Quantum Semiconductors Enter Commercialization
Phase
SEALSQ’s semiconductor business remains
the Group’s technology foundation.
| ● | In
2026, SEALSQ reached several certification and security milestones for its QS7001 post-quantum secure element and QVault TPM product
lines. QS7001 received NIST SP 800-90B Entropy Source Validation, a required step toward FIPS 140-3 and Common Criteria EAL5+ certification.
It also completed Common Criteria fault-injection and side-channel resistance testing for both the QS7001 and QVault product lines. |
| ● | Engineering
samples of the QVault TPM are now available to customers. |
| ● | SEALSQ
separately received NIST FIPS 140-3 Level 3 certification for its VaultIC408 secure element. |
WISeKey believes the shift to post-quantum
cryptography required by regulators in the United States and Europe is creating a multi-year commercial opportunity for SEALSQ. The Group
expects first revenues from its post-quantum products in Q4 2026, with larger contributions anticipated in 2027.
As of June 30, 2026, more than 150 customers
and prospects were engaging with SEALSQ’s post-quantum technologies, and more than 30 were actively evaluating or integrating QS7001 and
QVault TPM.
As of September 22, 2026, SEALSQ’s commercial
pipeline exceeded $225 million through 2029, including more than $100 million tied to post-quantum projects. The pipeline reflects management
estimates of potential opportunities. Turning it into recognized revenue will depend on customer qualification, certification, production
schedules and other factors.
WISeSat and the Quantum Spatial Orbital Cloud
WISeSat continued progressing toward
becoming an independently listed space technology company. Following the public filing of the Form F-4 registration statement in June
2026 and effectiveness of such registration statement in August 2026 in connection with the proposed business combination with Columbus
Acquisition Corp. (Nasdaq: COLA), WISeSat continued preparing for the transaction and its intended Nasdaq listing under the ticker SAIQ,
subject to shareholder approval, Nasdaq approval and other closing conditions.
At the International Space Summit in
Paris in September 2026, WISeKey, SEALSQ and WISeSat presented the commercial Quantum Spatial Orbital Cloud (“QSOC”) initiative.
QSOC is designed to combine WISeSat’s
satellite constellation with SEALSQ post-quantum semiconductors, PKI, quantum random-number generation and identity technologies to establish
secure and sovereign orbital infrastructure.
The current roadmap contemplates progressive
deployment of a constellation of up to 100 satellites through 2033, designed to provide secure communications, quantum-generated trust
and post-quantum identity services to governments, defense organizations, financial institutions, critical infrastructure and enterprises.
WISeKey Joins the Hedera Council Network
In September 2026, WISeKey announced
that it had joined the Hedera Council network of strategic and community partners, further strengthening the technological foundation
supporting its trusted machine-economy strategy.
The collaboration supports WISeKey’s
broader objective of combining trusted digital identity, secure hardware, distributed-ledger infrastructure and machine-to-machine transactions.
This architecture is particularly relevant to SEALCOIN, where autonomous devices, AI agents, robots and satellites can be provided with
verifiable identities and mechanisms for trusted transactions.
New Swiss Post-Quantum Semiconductor and Cybersecurity
Center
On September 21, 2026, WISeKey, SEALSQ
and the Republic and Canton of Jura signed a Memorandum of Understanding to work together on a Post-Quantum Semiconductor and Cybersecurity
Center in the Canton of Jura, Switzerland. The proposed public-private initiative has an indicative investment of approximately CHF 40
million to CHF 60 million over six years.
The Center is intended to give Switzerland
its own capabilities to design, personalize, test and securely provision next-generation post-quantum semiconductors, starting with SEALSQ’s
QS7001 Quantum Shield. The initiative targets approximately 40 direct jobs within two years, 150 by Year 5 and more than 250 by Year 8,
and at least 60% of positions are expected to go to Canton residents.
The Jura project builds on the model
of Quantix Edge Security in Murcia, Spain, where WISeKey and SEALSQ are developing sovereign semiconductor design, personalization and
cybersecurity capabilities. Together, Murcia and Jura are intended to become key hubs in the WISeKey/SEALSQ Quantum HighwayTM,
which links post-quantum semiconductor, quantum, cybersecurity and trusted infrastructure capabilities across multiple regions.
Geneva Quantum Center of Excellence
WISeKey and SEALSQ are also establishing
the Geneva Quantum Center of Excellence at the Group’s new headquarters in Pont-Rouge.
The Center is designed as a physical
convergence point for the Group’s quantum computing, post-quantum cybersecurity, secure semiconductor, digital identity, satellite, robotics
and artificial-intelligence technologies.
The objective is to provide customers,
governments, technology partners, regulators and investors with an end-to-end demonstration environment showing how the different components
of WISeKey’s trusted technology ecosystem operate together.
FY
2026 Guidance and Outlook
WISeKey’s outlook statements are based on current
expectations. The following statements are forward-looking and actual results could differ materially depending on market conditions and
the factors set forth under “Forward Looking Statements” below.
WISeKey reaffirms its FY 2026 revenue growth guidance
of 50% to 100% compared with FY 2025.
The Company expects growth during the remainder
of 2026 and into 2027 to be supported by several principal drivers:
| ● | Post-Quantum Semiconductor Commercialization.
SEALSQ expects to transition its QS7001, QVault TPM and related post-quantum technologies from development, certification and customer
qualification toward commercial production. |
| ● | ASIC and Semiconductor Services. The integration
of IC’ALPS provides additional ASIC design capabilities and engineering capacity, expanding the Group’s ability to participate in custom
semiconductor and post-quantum design programs. |
| ● | Sovereign Semiconductor Infrastructure.
The Quantix Edge project has delivered the first revenues to the Group as the project advances with the development of a semiconductor
design and personalization center in Murcia, Spain, while the proposed Jura project is intended to expand this sovereign semiconductor
infrastructure model into Switzerland. |
| ● | Digital Identity and PKI. WISeID, INeS
and related PKI services are expected to benefit from growing requirements for trusted identity across humans, machines, AI agents and
connected devices. |
| ● | Machine-to-Machine Economy. SEALCOIN and
its integration with WISeKey’s identity technologies, secure hardware and distributed-ledger infrastructure are intended to create new
transactional applications for autonomous devices and AI agents. |
| ● | Space and QSOC. WISeSat is progressing
from satellite technology demonstration toward commercial secure-space infrastructure through the QSOC architecture. |
| ● | Quantum Technologies. SEALQUANTUM
Sovereign Vertical Stack and the proposed Quantisimo platform are intended to consolidate and commercialize complementary capabilities
across quantum computing, photonics, post-quantum cybersecurity and trusted infrastructure. |
Strategic
Outlook: 2027 and Beyond
WISeKey is entering a new stage of its corporate
development. The Group intends to further develop its specialized technology platforms, with clearer accountability, distinct market positioning
and enhanced capital-markets visibility. Building on its existing publicly traded platforms, WISeKey will continue to evaluate opportunities
to unlock value through differentiated businesses focused on their respective markets and growth priorities.
Subject to regulatory approvals, shareholder approvals,
market conditions and completion of the related transactions, the future structure is expected to include:
| ● | WISeQey Corp. (Nasdaq and SIX: WQEY):
The Group’s parent company will be redomiciled in the British Virgin Islands, with ordinary shares expected to be listed directly on the
Nasdaq Global Market and a primary listing on the SIX Swiss Exchange. It will oversee the Group’s Root of Trust, PKI and digital identity
businesses. |
| ● | SEALSQ Corp (Nasdaq: LAES): The Group’s
post-quantum semiconductor platform, covering the QS7001 secure element, the QVault TPM and the SEALQUANTUM Sovereign Vertical Stack
strategy. |
| ● | WISeSat.Space Holdings Corp. (Nasdaq: SAIQ):
The Group’s secure satellite and space technology platform, planned to list on Nasdaq through a proposed business combination with Columbus
Acquisition Corp. (Nasdaq: COLA). |
| ● | Quantisimo: A combination of selected
technologies and investments developed through the SEALQUANTUM Sovereign Vertical Stack ecosystem, creating a vertically integrated
platform spanning quantum computing, photonics, quantum-secure infrastructure and related technologies. This is planned to list through
a proposed business combination with GIGCapital8 Corp. (Nasdaq: GIW). |
The objective is to provide each business with
the operational focus, management structure and access to capital required to pursue its respective market opportunity, while preserving
technological integration through the WISeKey Root of Trust.
Conference Call
The Company will host a conference call to review
its results on Thursday, October 1, 2026, at 9:00 am EDT (3:00 pm CEST). To join, please use the following dial-in numbers:
| ● | Toll-Free Dial-In Number: 877-445-9755 |
| ● | International Dial-In Number: 201-493-6744 |
The webcast of the call can be accessed through
the Investor Relations section of WISeKey’s website at www.wisekey.com or by clicking here.
An archived version of the call will also be made available.
UNAUDITED ADDITIONAL
FINANCIAL & OPERATIONAL DATA
Unaudited Condensed
Consolidated Statements of Comprehensive Income/(Loss) [as reported]
| | |
Unaudited 6 months ended
June 30, | |
| USD’000 | |
2026 | | |
2025 | |
| | |
| | |
| |
| Net sales | |
| 11,434 | | |
| 5,293 | |
| Cost of sales | |
| (5,699 | ) | |
| (3,173 | ) |
| Depreciation of production assets | |
| (257 | ) | |
| (243 | ) |
| Gross profit | |
| 5,478 | | |
| 1,877 | |
| | |
| | | |
| | |
| Other operating income | |
| 71 | | |
| 82 | |
| Research & development expenses | |
| (9,603 | ) | |
| (5,792 | ) |
| Selling & marketing expenses | |
| (9,474 | ) | |
| (7,393 | ) |
| General & administrative expenses | |
| (27,351 | ) | |
| (16,090 | ) |
| Total operating expenses | |
| (46,357 | ) | |
| (29,193 | ) |
| Operating loss | |
| (40,879 | ) | |
| (27,316 | ) |
| | |
| | | |
| | |
| Non-operating income | |
| 9,658 | | |
| 6,964 | |
| Interest and amortization of debt discount and expense | |
| (1 | ) | |
| (88 | ) |
| Non-operating expenses | |
| (5,261 | ) | |
| (1,846 | ) |
| Loss before income tax expense | |
| (36,483 | ) | |
| (22,286 | ) |
| | |
| | | |
| | |
| Income tax income / (expense) | |
| 302 | | |
| (1 | ) |
| Equity in earnings of unconsolidated entities | |
| (229 | ) | |
| - | |
| Net loss | |
| (36,410 | ) | |
| (22,287 | ) |
| | |
| | | |
| | |
| Less: Net loss attributable to noncontrolling interests | |
| (27,083 | ) | |
| (17,835 | ) |
| Net loss attributable to WISeKey International Holding Ltd | |
| (9,327 | ) | |
| (4,452 | ) |
| | |
| | | |
| | |
| Earnings / (loss) per Class A Share (USD) | |
| | | |
| | |
| Earnings / (loss) per Class A Share | |
| | | |
| | |
| Basic | |
| (0.87 | ) | |
| (0.53 | ) |
| Diluted | |
| (0.87 | ) | |
| (0.53 | ) |
| | |
| | | |
| | |
| Earnings / (loss) per Class A Share attributable to WISeKey International Holding Ltd | |
| | | |
| | |
| Basic | |
| (0.22 | ) | |
| (0.11 | ) |
| Diluted | |
| (0.22 | ) | |
| (0.11 | ) |
| | |
| | | |
| | |
| Earnings / (loss) per Class B Share (USD) | |
| | | |
| | |
| Earnings / (loss) per Class B Share | |
| | | |
| | |
| Basic | |
| (8.65 | ) | |
| (5.32 | ) |
| Diluted | |
| (8.65 | ) | |
| (5.32 | ) |
| | |
| | | |
| | |
| Earnings / (loss) per Class B Share attributable to WISeKey International Holding Ltd | |
| | | |
| | |
| Basic | |
| (2.22 | ) | |
| (1.06 | ) |
| Diluted | |
| (2.22 | ) | |
| (1.06 | ) |
| | |
Unaudited 6 months ended
June 30, | |
| USD’000 | |
2026 | | |
2025 | |
| | |
| | |
| |
| Other comprehensive income / (loss), net of tax: | |
| | |
| |
| Foreign currency translation adjustments | |
| (550 | ) | |
| 700 | |
| Unrealized gains on debt securities | |
| | | |
| | |
| Unrealized holding gains arising during the period | |
| (1 | ) | |
| 23 | |
| Defined benefit pension plans: | |
| | | |
| | |
| Net gain arising during the period | |
| 160 | | |
| 95 | |
| Other comprehensive income / (loss) | |
| (391 | ) | |
| 818 | |
| Comprehensive loss | |
| (36,801 | ) | |
| (21,469 | ) |
| | |
| | | |
| | |
| Other comprehensive income attributable to noncontrolling interests | |
| (416 | ) | |
| 65 | |
| Other comprehensive income / (loss) attributable to WISeKey International Holding Ltd | |
| 25 | | |
| 753 | |
| | |
| | | |
| | |
| Comprehensive loss attributable to noncontrolling interests | |
| (27,499 | ) | |
| (17,770 | ) |
| Comprehensive loss attributable to WISeKey International Holding Ltd | |
| (9,302 | ) | |
| (3,699 | ) |
The notes are an integral
part of our consolidated financial statements.
Unaudited Condensed
Consolidated Balance Sheets [as reported]
| | |
As of
June 30, | | |
As of | |
| USD’000 | |
2026 (unaudited) | | |
December 31,
2025 | |
| | |
| | |
| |
| ASSETS | |
| | |
| |
| Current assets | |
| | |
| |
| Cash and cash equivalents | |
| 488,953 | | |
| 429,244 | |
| Restricted cash, current | |
| 6,311 | | |
| 4 | |
| Accounts receivable, net of allowance for credit losses | |
| 8,051 | | |
| 5,109 | |
| Inventories | |
| 2,101 | | |
| 2,012 | |
| Prepaid expenses, current | |
| 2,033 | | |
| 2,445 | |
| Investment, current | |
| 2,449 | | |
| 10,032 | |
| Government assistance | |
| 6,613 | | |
| 4,579 | |
| Other current assets | |
| 1,994 | | |
| 2,353 | |
| Total current assets | |
| 518,505 | | |
| 455,778 | |
| | |
| | | |
| | |
| Noncurrent assets | |
| | | |
| | |
| Notes receivable, noncurrent | |
| - | | |
| 31 | |
| Deferred tax credits | |
| 4,492 | | |
| 2,364 | |
| Property, plant and equipment net of accumulated depreciation | |
| 5,042 | | |
| 3,804 | |
| Intangible and crypto assets, net of accumulated amortization | |
| 30,410 | | |
| 21,073 | |
| Operating lease right-of-use assets | |
| 5,975 | | |
| 6,366 | |
| Finance lease right-of-use assets | |
| 87 | | |
| 126 | |
| Goodwill | |
| 20,012 | | |
| 13,973 | |
| Available-for-sale debt securities, noncurrent | |
| 128 | | |
| 129 | |
| Equity securities, at cost | |
| 19,194 | | |
| 517 | |
| Investment in unconsolidated affiliates | |
| 4,262 | | |
| 7,857 | |
| Investment in SAFE | |
| 7,000 | | |
| 1,000 | |
| Prepaid expenses, noncurrent | |
| 828 | | |
| 1,114 | |
| Other noncurrent assets | |
| 443 | | |
| 455 | |
| Total noncurrent assets | |
| 97,873 | | |
| 58,809 | |
| TOTAL ASSETS | |
| 616,378 | | |
| 514,587 | |
| | |
| | | |
| | |
| LIABILITIES | |
| | | |
| | |
| Current Liabilities | |
| | | |
| | |
| Accounts payable | |
| 26,966 | | |
| 19,207 | |
| Notes payable | |
| 613 | | |
| 748 | |
| Indebtedness to related parties, current | |
| 82 | | |
| 84 | |
| Convertible note payable, current | |
| 10 | | |
| 10 | |
| Deferred revenue, current | |
| 1,079 | | |
| 93 | |
| Current portion of obligations under operating lease liabilities | |
| 683 | | |
| 932 | |
| Current portion of obligations under finance lease liabilities | |
| 35 | | |
| 57 | |
| Income tax payable | |
| - | | |
| 3 | |
| Other current liabilities | |
| 12,420 | | |
| 14,132 | |
| Total current liabilities | |
| 41,888 | | |
| 35,266 | |
| | |
As of
June 30, | | |
As of | |
| USD’000 | |
2026 (unaudited) | | |
December 31,
2025 | |
| | |
| | |
| |
| Noncurrent liabilities | |
| | |
| |
| Bonds, mortgages and other long-term debt | |
| 724 | | |
| 1,047 | |
| Deferred revenue, noncurrent | |
| 1,076 | | |
| 13 | |
| Indebtedness to related parties, noncurrent | |
| 1,171 | | |
| 1,324 | |
| Operating lease liabilities, noncurrent | |
| 5,227 | | |
| 5,536 | |
| Finance lease liabilities, noncurrent | |
| 55 | | |
| 72 | |
| Deferred income tax liability | |
| 5,805 | | |
| 4,367 | |
| Employee benefit plan obligation | |
| 4,928 | | |
| 4,502 | |
| Other noncurrent liabilities | |
| 876 | | |
| 1,311 | |
| Total noncurrent liabilities | |
| 19,862 | | |
| 18,172 | |
| TOTAL LIABILITIES | |
| 61,750 | | |
| 53,438 | |
| | |
| | | |
| | |
| Commitments and contingent liabilities | |
| | | |
| | |
| | |
| | | |
| | |
| SHAREHOLDERS’ EQUITY | |
| | | |
| | |
| Common stock - Class A | |
| 16 | | |
| 16 | |
| Par value - CHF 0.01 and CHF 0.01 | |
| | | |
| | |
| Authorized - 2,000,880 and 2,000,880 shares | |
| | | |
| | |
| Issued and outstanding - 1,600,880 and 1,600,880 shares | |
| | | |
| | |
| Common stock - Class B | |
| 440 | | |
| 440 | |
| Par value - CHF 0.10 and CHF 0.10 | |
| | | |
| | |
| Authorized - 8,281,180 and 8,281,180 | |
| | | |
| | |
| Issued – 4,080,546 and 4,080,546 | |
| | | |
| | |
| Outstanding - 4,024,038 and 4,024,038 | |
| | | |
| | |
| Share subscription in progress | |
| - | | |
| - | |
| Treasury stock, at cost (56,508 and 56,508 shares held) | |
| (502 | ) | |
| (502 | ) |
| Additional paid-in capital | |
| 351,740 | | |
| 343,015 | |
| Accumulated other comprehensive income / (loss) | |
| 3,451 | | |
| 3,426 | |
| Accumulated deficit | |
| (309,806 | ) | |
| (300,479 | ) |
| Total shareholders’ equity attributable to WISeKey shareholders | |
| 45,339 | | |
| 45,916 | |
| Noncontrolling interests in consolidated subsidiaries | |
| 509,289 | | |
| 415,233 | |
| Total shareholders’ equity | |
| 554,628 | | |
| 461,149 | |
| TOTAL LIABILITIES AND EQUITY | |
| 616,378 | | |
| 514,587 | |
The notes are an integral
part of our consolidated financial statements.
About WISeKey
WISeKey International Holding Ltd (“WISeKey”;
SIX: WIHN; Nasdaq: WKEY) is a Swiss-based holding company focused on post quantum cybersecurity, digital identity, space technology and
the Internet of Things (IoT). Its operating subsidiaries and technology platforms address distinct parts of this portfolio:
| 1. | SEALSQ Corp (Nasdaq: LAES) develops secure semiconductors, public key infrastructure (PKI) and post-quantum
security products. |
| 2. | WISeSat AG develops space technology and secure satellite communications, particularly for IoT applications. |
| 3. | WISeID provides digital identity, authentication, secure access and digital signing for individuals, enterprises
and connected devices. |
| | | |
| 4. | WISe.ART Corp operates the WISe.ART marketplace, which uses blockchain technology to support trusted digital
asset and NFT transactions. |
| | | |
| 5. | SEALCOIN AG develops decentralized physical infrastructure network (DePIN) technology and the SEALCOIN
platform. |
Each subsidiary contributes
to WISeKey’s mission of securing the internet while focusing on its respective areas of research and expertise. Their technologies
seamlessly integrate into the comprehensive WISeKey platform. WISeKey secures digital identity ecosystems for individuals and objects
using blockchain, AI, and IoT technologies. With over 1.6 billion microchips deployed across various IoT sectors, WISeKey plays a vital
role in securing the Internet of Everything. Trusted by the OISTE/WISeKey cryptographic Root of Trust, WISeKey provides secure authentication
and identification for IoT, blockchain, and AI applications. The WISeKey Root of Trust ensures the integrity of online transactions between
objects and people. For more information on WISeKey’s strategic direction and its subsidiary companies, please visit www.wisekey.com.
Forward-Looking Statements
This communication contains forward-looking statements
concerning WISeKey International Holding Ltd and/or its subsidiaries (collectively, “WISeKey,” “our” or “us”)
and its businesses, including statements regarding: our anticipated revenue growth guidance for FY 2026 of 50% to 100%; our ability to
convert our commercial pipeline into actual sales; the development, certification, production timing and market for post-quantum cryptography
products, including the QS7001 secure element and QVault TPM; the expected completion of the redomiciliation transaction and anticipated
trading of WISeQey ordinary shares on Nasdaq and the SIX Swiss Exchange; the proposed business combination between WISeSat and Columbus
Acquisition Corp. and related Nasdaq listing; the proposed business combination between Quantisimo and GigCapital8 Corp. and related Nasdaq
listing; the SEALQUANTUM Sovereign Vertical Stack strategy and investments, including in Miraex, Quobly, EeroQ and Wecan Group; the Quantum
Spatial Orbital Cloud initiative and planned satellite constellation deployment; the proposed Post-Quantum Semiconductor and Cybersecurity
Center in the Canton of Jura, Switzerland; the Quantix Edge project in Murcia, Spain; the Geneva Quantum Center of Excellence; the SEALCOIN
platform and machine-to-machine transactional infrastructure; the sufficiency of cash to meet liquidity needs; and our ability to attract
and retain customers. Forward-looking statements can be identified by terms such as “anticipate,” “believe,” “estimate,”
“expect,” “intend,” “may,” “plan,” “project,” “will,” “target,”
“guidance,” “outlook” and similar expressions.
These statements involve known and unknown risks,
uncertainties and other factors that could cause WISeKey’s actual results, financial condition, performance or achievements to differ
materially from any future results, performance or achievements expressed or implied by such forward-looking statements. These factors
include: our ability to convert our pipeline into actual sales; the ability to realize WISeKey’s anticipated growth strategies and
profitability; the development of post-quantum cryptography products and the potential market for such products; WISeKey’s plans
for global customer base expansion; the expansion of the WISeSat project and the QSOC initiative; the timing and expected revenues from
the commercial deployment of the QS7001 secure element and QVault TPM; the completion of the redomiciliation and the anticipated trading
of WISeQey ordinary shares; the completion of the proposed WISeSat and Quantisimo business combinations and related Nasdaq listings; the
execution of the SEALQUANTUM Sovereign Vertical Stack strategy; the realization of benefits from our investments in quantum and photonics
companies; the development of sovereign semiconductor infrastructure in Jura and Murcia; the deployment of the QSOC satellite constellation;
the commercialization of SEALCOIN and related machine-to-machine transactional applications; the sufficiency of cash to meet liquidity
needs; WISeKey’s ability to attract and retain customers; changes in economic conditions; market demand and semiconductor industry
conditions; and the risks discussed in WISeKey’s filings with the SEC. WISeKey is providing this communication as of this date and
does not undertake to update any forward-looking statements as a result of new information, future events or otherwise.
Statements regarding our business pipeline are
based on management’s current estimates of potential revenue opportunities and do not represent backlog or contracted revenue. Pipeline
conversion is subject to numerous factors including customer validation, technical integration requirements, certification timelines,
and market conditions. There can be no assurance that pipeline opportunities will convert to actual sales or that such conversion will
occur within anticipated timeframes. The proposed redomiciliation, WISeSat and Quantisimo transactions are subject to definitive agreements,
regulatory review, shareholder approvals and customary closing conditions, and there can be no assurance that such transactions will be
completed on the anticipated timelines or at all. This press release does not constitute an offer to sell, or a solicitation of an offer
to buy, any securities, and it does not constitute an offering prospectus within the meaning of the Swiss Financial Services Act (“FinSA”),
the FinSA’s predecessor legislation or advertising within the meaning of the FinSA. Investors must rely on their own evaluation
of WISeKey and its securities, including the merits and risks involved. Nothing contained herein is, or shall be relied on as, a promise
or representation as to the future performance of WISeKey. Given the risks and uncertainties described herein, you should not place undue
reliance on forward-looking statements as a prediction of actual results.
Press and Investor Contacts
WISeKey International Holding Ltd
Company Contact: Carlos Moreira
Chairman & CEO
Tel: +41 22 594 3000
info@wisekey.com |
WISeKey Investor Relations (US)
The Equity Group Inc.
Lena Cati
Tel: +1 212 836-9611
lena.cati@theequitygroup.com |