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Kurs & Likviditet

Kursutveckling och likviditet under dagen för detta pressmeddelande

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2025-02-13 Bokslutskommuniké 2024
2024-10-24 Kvartalsrapport 2024-Q3
2024-08-20 Kvartalsrapport 2024-Q2
2024-05-02 Kvartalsrapport 2024-Q1
2024-04-18 Ordinarie utdelning OTOVO 0.00 NOK
2024-04-17 Årsstämma 2024
2024-02-08 Bokslutskommuniké 2023
2023-12-01 Extra Bolagsstämma 2023
2023-10-26 Kvartalsrapport 2023-Q3
2023-07-13 Kvartalsrapport 2023-Q2
2023-05-04 Kvartalsrapport 2023-Q1
2023-04-25 Årsstämma 2023
2023-04-24 Ordinarie utdelning OTOVO 0.00 NOK
2023-01-25 Bokslutskommuniké 2022
2022-10-18 Kvartalsrapport 2022-Q3
2022-07-14 Kvartalsrapport 2022-Q2
2022-05-05 Kvartalsrapport 2022-Q1
2022-04-27 Ordinarie utdelning OTOVO 0.00 NOK
2022-04-26 Årsstämma 2022
2022-02-25 Extra Bolagsstämma 2022
2022-01-20 Bokslutskommuniké 2021
2021-12-03 Extra Bolagsstämma 2021
2021-10-28 Kvartalsrapport 2021-Q3
2021-07-15 Kvartalsrapport 2021-Q2
2021-04-28 Kvartalsrapport 2021-Q1
2021-04-27 Årsstämma 2021
2021-02-18 Split OTOVO 1:10
2021-02-16 Extra Bolagsstämma
2020-12-15 Extra Bolagsstämma
2020-10-15 Extra Bolagsstämma

Beskrivning

LandNorge
ListaOB Match
SektorEnergi & Miljö
IndustriEnergikällor
Otovo är ett norskt bolag verksamma inom energisektorn. Bolaget erbjuder diverse konsulttjänster inom installation av solenergiprodukter. Teamet består av ingenjörer, installatörer samt övriga tekniska konsulter inriktade mot att installera solceller för privatpersoner samt företagskunder. Bolaget grundades under 2016 och har störst verksamhet runtom den europeiska marknaden. Huvudkontoret ligger i Oslo, Norge.
2023-01-25 06:13:41
UP TO NOK 1.1 BN OF DEBT AND NOK 200M EQUITY FINANCING FULLY GUARANTEED AT NOK
19.88 PER SHARE

***

NOT FOR DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN
OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, HONG KONG OR JAPAN, OR
ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL

***

DEBT: EUR 50 million + EUR 50 million (in total NOK 1,100 million) in committed
and uncommitted accordion debt financing respectively from DNB Bank ASA ("DNB")
and Sparebank 1 SR-bank ASA ("Spb 1 SR-bank") enabling the construction of a
total of 12.500 solar subscription assets

EQUITY: Fully guaranteed equity issue of NOK 200 million. The private placement
is fully guaranteed by the company's largest shareholder, AxSol AB, at NOK 19.88
per share. Nysnø Klimainvesteringer, Agder Energi Invest and OBOS, together with
Axsol AB have indicated to participate with their pro-rata share

The debt financing deal is one of the largest ever residential solar company
financing packages in Europe, secured in a challenging capital market.

When the financing is fully utilized, Otovo's subscription asset portfolio will
have a value of NOK 2.0 billion and consist of approximately 80-105 MW of solar
power and battery assets.

***

- With 12.000 solar subscription assets, Otovo will own and operate a very large
distributed power plant. In fact it will be equivalent to some of the largest
solar power plants in Europe. We will continue to build increasingly more in the
years to come, and provide Europe with significant amounts of the green power
that is crucially needed to overcome the power shortage and environmental crises
we are in, says Andreas Thorsheim, CEO and founder of Otovo.

***

NEW FINANCING FACILITY
Reference is made to the stock exchange announcement published by Otovo ASA
("Otovo" or the "Company") on 23 December 2022 regarding the refinancing of the
Company's subscription asset special purpose vehicle. The Company is pleased to
announce the Company has secured committed financing for EUR 50 million (approx.
NOK 550 million) revolving credit facility ("RCF") with EUR 50 million (approx.
NOK 550 million) uncommitted accordion option from a bank consortium consisting
of DNB and Spb1 SR-Bank. The financing facility will replace the Company's
existing facility and enable future growth in the subscription business.

- Otovo's mission to put solar panels on roofs and batteries into homes across
Europe represents a good and concrete example of renewable solutions which
contribute to the green shift. DNB will be a driving force for sustainable
transition by financing and facilitating sustainable activities worth NOK 1 500
billion by 2030. We are happy to support Otovo in their mission, which will
provide easier access to renewable energy for individuals across Europe, says
Trine Loe, EVP Future & Tech Industries in Corporate Banking in DNB.

- We have a stated ambition of a substantial increase in financing sustainable
activities before 2030. The partnership with Otovo is an important step to
achieve this ambition and shows how Norwegian banks can take a leading position
in supporting the energy transition, says Tore Medhus, director of large
corporates in Spb1 SR-bank.

- We are very pleased with partnering with DNB and Spb1 SR-bank. Following a
thorough process they presented an offer which is a substantial improvement from
the current facility. This shows the lenders' commitment to supporting Europe's
energy transition, the generational battle of our time. The new financing is a
natural step in increasing the capital efficiency of our financial framework as
we continue to grow our subscription business, adds Thorsheim.

PRIVATE PLACEMENT
To be able to utilize the potential of the new financing facility to grow
Otovo's subscription business, the Company also announces an equity issue (the
"Private Placement") to raise NOK 200 million. The Private Placement is fully
guaranteed by the Company's largest shareholder, Axel Johnson AB through its
solar investment arm AxSol AB ("AxSol"), at NOK 19.88 per share who also intends
to subscribe for at least its pro-rata share of the Private Placement.

- AxSol looks forward to supporting Otovo's continued growth journey. Otovo's
strong team, the structural growth of solar and power storage, and the company's
proven track record in quickly gaining traction in new markets, strengthens our
confidence in their potential to become a European market leader, says Johan
Bergström, CEO of AxSol.

With this milestone, we have done what we said we would do. First, we were going
to prove we could build our subscription portfolio, and that has been proven
beyond doubt. Then we had to prove that we could get financing. We raised equity
to finance our subscription portfolio in 2019, and have continued to increase
our leverage since then. Now, all that remains is to prove that we can monetize
the portfolio - so we will be rolling up our sleeves to do that next, Thorsheim
remarks

UPLISTING TO OSLO STOCK EXCHANGE MAIN LIST
Reference is made to the stock exchange announcement published by the Company on
December 9th 2022. The Company reiterates the intention to uplist within the 12
month ambition communicated by the Board of Directors on February 17th 2022. The
uplisting will be delayed until February 2023 due to the equity issue. The
Company is well advanced in preparing a prospectus supplement that will be
published following approval by the Financial Supervisory Authority of Norway,
and expects to submit its listing application and have the shares in the Company
admitted to trading on the main list in February 2023.

DETAILED INFORMATION ON THE NEW FINANCING FACILITY
The Company has received committed bank financing of a total up to EUR 50m from
a syndicate consisting of DNB and Spb1 SR-Bank. The loan agreement was signed on
24 January. The committed financing will mature in 2 years (+ 1 year extension
option), and includes an available limit of EUR 50m. In addition, the agreement
includes an uncommitted accordion option of up to EUR 50m. The bank financing
may be drawn down for up to 75% of the ticket size (price the customer would
have paid if buying as a direct purchase) in Norway, Sweden and Germany and 60%
in all other jurisdictions where Otovo is present. The 3-month EURIBOR will
serve as reference rate for the committed facility, with an interest rate margin
of 350 bps p.a.

The financing facility is subject to customary financial covenants for the
subscription SPV including equity ratio (>30%), loan-to-value (<80%), interest
coverage ratio (> 1.2x) and liquidity runway of more than 3 months (each quarter
date).

DETAILED INFORMATION ON THE PRIVATE PLACEMENT
The board of directors (the "Board") of the Company has today resolved to
propose that the Company carries out a share capital increase by way of a
Private Placement, to raise gross proceeds of NOK 200 million. The Private
Placement will be conducted after close of trading on the Oslo Stock Exchange
today, 25 January 2023. The subscription price in the Private Placement will be
set by the Board, in consultation with the Manager (as defined below), following
an accelerated bookbuilding for the Private Placement. The Private Placement
will be subject to approval by an extraordinary general meeting of the Company.

The Company's largest shareholder AxSol intends to subscribe for at least its
pro-rata share of the Private Placement. In addition, the Company has entered
into an agreement with AxSol under which AxSol has guaranteed the full
subscription of the Private Placement at a price of NOK 19.88 per share. AxSol
will not receive fees related to the guarantee, but provided and based on an
application for offer shares by AxSol at or above the offer price, AxSol will
(i) be guaranteed allocation of offer shares at the offer price at least equal
to its pro-rata shareholding in the Company, and (ii) shall, subject to certain
terms and conditions, have the right to be allocated offer shares above its
pro-rata share. AxSol is a close associate of Johan Bergström, member of the
Company's board of directors and primary insider in the Company. Further, the
Private Placement has received support from existing shareholders representing
in aggregate 27% of the outstanding shares of the Company, including but not
limited to Nysnø Klimainvesteringer, Agder Energi and OBOS, who have indicated
that they will subscribe for approximately NOK 75 million in the Private
Placement. In addition, the Company has received significant indications of
interest from new high-quality investors both in Norway and internationally.

The timeline and the detailed terms of the Private Placement will be announced
in a separate stock exchange announcement, expected to be published on 16:30 CET
on 25 January 2023.

Following completion of the Private Placement, the Board will consider a
subsequent offering of new shares (the "Subsequent Offering") to shareholders
not allocated shares in the Private Placement. The subscription price in any
such Subsequent Offering will be equal to the subscription price in the Private
Placement. Shareholders of the Company as of close of trading on 25 January
2023, as recorded in VPS on 27 January 2023, who (i) were not included in the
wallcrossing phase of the Private Placement and (ii) are not allocated shares in
the Private Placement, and who are not resident in a jurisdiction where such
offering would be unlawful, or would (in jurisdictions other than Norway)
require any prospectus filing, registration or similar action ("Eligible
Shareholders"), will receive subscription rights in the Subsequent Offering.

The Subsequent Offering will, inter alia, be conditional upon (i) completion of
the Private Placement, (ii) a resolution of the extraordinary general meeting,
expected to be held on or about 9 February 2023, authorizing the Board to issue
the new shares in the Subsequent Offering, (iii) the trading price of the
Company's shares exceeding the subscription price, and (iv) approval and
publication of a prospectus regarding, inter alia, the Subsequent Offering.

The Board has considered the structure of the equity raise in light of the equal
treatment obligations under the Norwegian Public Limited Companies Act, the
rules on equal treatment under Euronext Growth Rule Book Part II and the Oslo
Stock Exchange's Guidelines on the rule of equal treatment, and the Board is of
the opinion that the transaction structure is in compliance with these
requirements. The share issuance will be carried out as a private placement in
order for the Company to complete the equity raise in a manner that is efficient
and with a significantly lower risk and a significantly smaller discount to the
current trading price compared to a rights issue. The subscription price will be
set on the basis of a publicly announced book building process and thus
reflecting market pricing of the shares, with a minimum price of NOK 19.88
according to the guarantee agreed with AxSol to protect the Company's
shareholders against unexpected results resulting in high dilution. Further, the
Subsequent Offering, if implemented, will secure that Eligible Shareholders will
receive the opportunity to subscribe for new shares at the same subscription
price as that applied in the Private Placement.
Based on overall where inter alia the above factors the Board has considered the
proposed transaction structure to be in the common interest of the Company and
its shareholders.

Advisors
DNB Markets, a part of DNB Bank ASA, acts as manager for the Private Placement
and the potential Subsequent Offering (the "Manager"). Advokatfirmaet Thommessen
AS is acting as legal advisor to Otovo in relation to the Private Placement and
the potential Subsequent Offering.

Please see the attached presentation for a summary of the new financing for the
subscription business.

For further queries, please contact:
Andreas Thorsheim, Chief Executive Officer
Phone: +47 93 06 51 78

Petter Ulset, Chief Financial Officer
Phone: +47 93 60 26 43

***

About Otovo: For homeowners, Otovo is the easiest way to get solar panels on the
roof, and batteries in the home. Otovo is a marketplace that organises hundreds
of local, vetted, high quality energy installers. The company uses its
proprietary technology to analyse the potential of any home and finds the best
price and installer for customers based on an automatic bidding process between
available installers.

Follow us on investor.otovo.com for reports, financial calendar, contact details
and more.

IMPORTANT NOTICE:
These materials do not constitute or form a part of any offer of securities for
sale or a solicitation of an offer to purchase securities of the Company in the
United States or any other jurisdiction. The securities of the Company may not
be offered or sold in the United States absent registration or an exemption from
registration under the U.S. Securities Act of 1933, as amended (the "U.S.
Securities Act"). The securities of the Company have not been, and will not be,
registered under the U.S. Securities Act. Any sale in the United States of the
securities mentioned in this communication will be made solely to "qualified
institutional buyers" as defined in Rule 144A under the U.S. Securities Act. No
public offering of the securities will be made in the United States.
In any EEA Member State, this communication is only addressed to and is only
directed at qualified investors in that Member State within the meaning of the
EU Prospectus Regulation, i.e., only to investors who can receive the offer
without an approved prospectus in such EEA Member State. The expression "EU
Prospectus Regulation" means Regulation (EU) 2017/1129 of the European
Parliament and of the Council of 14 June 2017 (together with any applicable
implementing measures in any Member State).

In the United Kingdom, this communication is only addressed to and is only
directed at Qualified Investors who (i) are investment professionals falling
within Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons falling
within Article 49(2)(a) to (d) of the Order (high net worth companies,
unincorporated associations, etc.) (all such persons together being referred to
as "Relevant Persons"). These materials are directed only at Relevant Persons
and must not be acted on or relied on by persons who are not Relevant Persons.
Any investment or investment activity to which this announcement relates is
available only to Relevant Persons and will be engaged in only with Relevant
Persons. Persons distributing this communication must satisfy themselves that it
is lawful to do so.

The Target Market Assessment is without prejudice to the requirements of any
contractual, legal or regulatory selling restrictions in relation to the
transaction. For the avoidance of doubt, the Target Market Assessment does not
constitute: (a) an assessment of suitability or appropriateness for the purposes
of MiFID II