Ocean GeoLoop announces NOK 100 million investment and MOU with Chevron

(Verdal, 12 August 2022) Ocean GeoLoop AS (Ocean GeoLoop, OSE:OCEAN), the green
tech company developing multifunctional environmental technologies based on
nature's own processes, today announced a NOK ~100 million investment at NOK 37
per share by Chevron U.S.A. Inc. (Chevron), and a memorandum of understanding to
identify areas of potential technical or commercial collaboration (MOU). 

"Ocean GeoLoop is pleased to announce Chevron as an investor to further
strengthen our financial position. We look forward to working with the Chevron
team to identify potential areas of cooperation to industrialize the carbon
capture technology of tomorrow," says Anders Onarheim, Chairman of the Board of
Directors of Ocean GeoLoop.

Ocean GeoLoop has entered into an investment agreement with Chevron to issue new
shares in a private placement as well as an MOU to identify potential joint
projects. See the attached corporate press release for further background on
Ocean GeoLoop.

"We look forward to collaborating with Ocean GeoLoop on the MOU study as Chevron
works to enable lower carbon solutions in the marketplace," said Chris Powers,
vice president of Carbon Capture, Utilization, and Storage with Chevron New
Energies. "Chevron has a long history of supporting innovation, and we are
pleased to make this investment and explore ways to potentially further develop
and commercialize Ocean GeoLoop's carbon capture and storage technology."

Transaction overview

Pursuant to the investment agreement, Chevron will subscribe for 2,745,656 new
shares in the company, equal to approximately 5.2% of the total number of issued
and outstanding shares in the company (5% on a fully diluted basis). The
subscription price is NOK 37 per share. The investment will bring total gross
proceeds of NOK 101,589,272 to the company. The net proceeds from the private
placement will be used to fund the company's working capital and general
corporate purposes. Following completion of the transaction, Chevron will be the
company's third largest shareholder. The new shares will be delivered to Chevron
on a delivery versus payment basis pursuant to a share lending agreement entered
into between the manager (referenced below), existing shareholder Hans Gude
Gudesen, and the company.  

The MOU provides a framework for Chevron and Ocean GeoLoop to study potential
joint project opportunities to advance the scale-up and commercialization of
Ocean GeoLoop's carbon capture technology. 

The Board of Ocean GeoLoop have considered the transaction in light of the equal
treatment obligation of the Board pursuant to section 3.1 of Euronext Growth
Oslo Rulebook II. The Board is of the view that the combination of the
investment agreement and the MOU represents a strategic and valuable benefit to
the company and the interests of the existing shareholders, whereby Chevron will
not only become an investor in the company but will engage in a study with the
company under the MOU to identify potential joint development projects. The
Board furthermore has assessed that the dilutive effect of the private placement
to the remaining shareholders is limited. On the basis of this overall
assessment, it is the view of the Board that the transaction does not represent
unfair treatment to the remaining shareholders, and therefore considers that a
repair offering or similar mitigating action will neither be required nor in the
interests of the shareholder community.


Timeline and conditions

The private placement will be subject to the affirmative majority vote of the
company's shareholders in an extraordinary general meeting scheduled to be held
on or about 19 August 2022. A summon for the extraordinary general meeting is
expected to be distributed shortly, and a separate announcement will be made to
this effect. Hans Gude Gudesen, the company's largest shareholder, holding
approximately 58.5% of the shares in the company, has undertaken to vote in
favor of the private placement.

Advisors

Clarksons Securities AS is acting as manager and financial advisor and
Advokatfirmaet Schjødt is acting as legal advisor to Ocean GeoLoop in connection
with the transaction.

For further information, please contact:

Odd-Geir Lademo, CEO, e-mail: odd.geir.lademo@oceangeoloop.com, cell: +47 92 05
29 01 
Anders Onarheim, Chairman of the Board of Directors, cell: +47 90 70 86 43 

About Ocean GeoLoop | www.oceangeoloop.com 

Ocean GeoLoop is a green tech company aiming at using nature's own way of
solving the challenges of our time in a circular way. In 2022, the company
introduces the GeoLoop CC technology that captures point source CO2 emissions,
using natural and harmless processes, transforming the CO2 to a stable, liquid
state. Ocean GeoLoop call this process "Carbon capture by nature." The GeoLoop
CC technology will help companies and countries around the globe to reach their
goals of reduced emissions before 2030 and net zero by 2050. The company is
listed on Oslo Børs Euronext Growth under the ticker OCEAN. 

This announcement is considered to include inside information pursuant to the EU
Market Abuse Regulation and is subject to the disclosure requirements pursuant
to section 5-12 of the Norwegian Securities Trading Act. This announcement was
published by Maria Hosen at the date and time set out above.