The WISeKey Business Combination Agreement, formalised on 9 November 2025 with Columbus Acquisition Corp., marks a strategic turning point. It lays the groundwork for WISeSat.Space’s listing on Nasdaq under the new holding structure, WISeSat.Space Holdings Corp. This move is designed to accelerate the industrial deployment of quantum-secure, satellite-based IoT infrastructure.

A Structuring Transaction for WISeKey

As outlined in the agreement, WISeKey will spin off its subsidiary WISeSat.Space into a newly incorporated public entity, WISeSat.Space Holdings Corp. (Pubco), domiciled in the British Virgin Islands. In return, WISeKey will receive 25 million Pubco shares, valued at US$10.00 each, implying an equity valuation of US$250 million. Importantly, WISeKey will retain a majority stake in Pubco post-transaction.

In parallel, WISeKey and its semiconductor subsidiary SEALSQ will inject a minimum of US$10 million in cash into WISeSat to support its commercial and orbital roadmap.

While unanimously approved by the boards of all parties, the deal is subject to customary conditions, including SEC registration effectiveness and a shareholder vote at Columbus. Final closing is anticipated in H1 2026.

WISeSat: Securing Space-Based IoT

Through WISeSat.Space AG, its operational subsidiary, WISeSat is developing a quantum-resilient satellite network for secure IoT communications. This is achieved by embedding post-quantum cryptographic chips developed by SEALSQ and anchored in WISeKey’s proprietary Root of Trust. The solution targets critical sectors such as defence, logistics, energy, and agriculture.

To date, 22 satellites have been launched, with 14 currently operational. WISeSat aims to scale this constellation to 100 satellites by 2030, creating a resilient, decentralised IoT network in low Earth orbit.

A major technical milestone is scheduled for November 2025, with the launch of a next-generation satellite aboard a SpaceX Falcon 9. This unit will test SEALSQ’s “Quantum Shield” technology, marking a pivotal advancement in quantum-resilient communications infrastructure.

Strategic Rationale Behind the Agreement

This business combination enables WISeKey to crystallise value from a capital-intensive subsidiary while maintaining strategic influence. A listing through a SPAC structure provides immediate access to growth capital, positioning WISeSat as a standalone platform for future fundraising and market leadership.

For Columbus, the transaction represents access to a differentiated and commercially validated technology operating at the convergence of cybersecurity and satellite-based IoT.

Key Terms and Deal Conditions

• Implied valuation: US$250 million (25 million shares at US$10.00 each)
• Minimum investment: US$10 million in cash from WISeKey and SEALSQ
• WISeKey retains control: Majority ownership of Pubco
• Optional share distribution: Up to 10% of Pubco shares may be distributed to WISeKey shareholders
• Risks include: SEC and shareholder approvals, redemption-related dilution, execution risk around satellite launches and constellation growth

Implications for Stakeholders

• WISeKey shareholders: Gain indirect exposure to a high-growth space-tech business, while potentially benefiting from share distribution
• Prospective Pubco investors: Access to a cutting-edge cybersecurity-driven satellite network with a first-mover advantage in post-quantum IoT
• European tech ecosystem: Reinforces the ambition to establish sovereign, secure space-based communication infrastructure within Europe

Outlook and Next Milestones

• Filing of Form F-4 registration statement and proxy materials with the SEC
• Shareholder vote by Columbus Acquisition Corp.
• November 2025 launch of WISeSat’s Quantum Shield satellite
• Deal closing expected in H1 2026
• Incremental rollout of satellite constellation through 2030

Conclusion

The WISeKey Business Combination Agreement signals a strategic separation and acceleration of one of WISeKey’s most ambitious growth engines. It provides both structural and financial clarity for scaling a dedicated, quantum-secure satellite IoT network. With market traction, technical assets in orbit, and post-quantum hardware integration, WISeSat is positioned to lead the next phase of secure space connectivity.