Otovo ASA: Mandatory Notification of Trade and Disclosure of Shareholding
2026-07-03 00:26:55
Reference is made to the announcement by Otovo ASA (the "Company" or "Otovo") on
2 July 2026 regarding a contemplated private placement to raise gross proceeds
of the NOK equivalent of between USD 6 to 10 million (the "Private Placement")
by issuance of new shares in the Company and a retail offering to raise gross
proceeds of up to the NOK equivalent of EUR 1 million (the "Retail Offering",
and together with the Private Placement, the "Offering") by issuance of new
shares in the Company, and to the offer from an existing shareholder of the
Company to sell up to 453,908 existing shares in the Company.
The delivery versus payment (DVP) settlement in the Offering is facilitated by
share lending agreements between Arctic Securities AS, acting as manager in the
Private Placement (the "Manager"), the Company and Å Energi Invest AS, Jackson
Leigh Ventures, LLC, a closely associated company to the Company's CEO, William
(John) Berger, and EIC Rose Rock Ventures I, LP, a closely associated company to
board member George Coyle (the "Share Lending Agreements").
Mandatory notification of trades:
Please see the attached PDMR forms related to the allocation of shares to
persons discharging managerial responsibilities ("PDMRs") in connection with the
Private Placement.
The following PDMRs have subscribed for and been allocated new shares in the
Private Placement at the subscription price of NOK 11.50 per share:
o Lars Erik Torjussen, Chair of the Board of Directors, has been allocated
16,783 shares;
o George Coyle, member of the Board of Directors, has been allocated 11,642
shares.
Disclosure of shareholding
Prior to the Offering on 2 July 2026, Å Energi Invest AS held 10,233,258 shares
in the Company, representing 13.87% of the total shares and votes in the
Company.
Following the board of directors' resolution to issue 5,852,652 new shares in
the Offering, Å Energi Invest AS' proportionate shareholding has been diluted to
12.85% of the total shares and votes in the Company.
Pursuant to the Share Lending Agreement and in order to facilitate DVP
settlement in the Offering, Å Energi Invest AS will temporarily hold 4,380,606
shares, representing 5.94% of the total shares and votes in the Company, thereby
falling below the 10% threshold set out in Section 4-2 of the Norwegian
Securities Trading Act. This temporary reduction in shareholding will be
reversed upon re-delivery of the borrowed shares to Å Energi Invest AS in
settlement of the Share Lending Agreement, as described above.
Disclosure regulation
This disclosure is made pursuant to Article 19 of the EU Market Abuse Regulation
(mandatory notification of trades by persons discharging managerial
responsibilities and persons closely associated with them) and Sections 4-2 and
5-12 of the Norwegian Securities Trading Act.
ted with them) and Sections 4-2 and\
5-12 of the Norwegian Securities Trading Act.\