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Otovo ASA

Investor Presentation Nov 6, 2025

3705_iss_2025-11-06_e1a09ba5-78d8-4a79-96e4-047e9da07843.pdf

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Otovo

Combination and private placement announcement

06 November 2025

Disclaimer and important information

THIS PRESENTATION AND ITS CONTENTS IS NOT FOR DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OF AMERICA AND THE DISTRICT OF COLUMBIA) (THE "UNITED STATES"), AUSTRALIA, CANADA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. THIS PRESENTATION IS NOT AN OFFER OR INVITATION TO BUY OR SELL SECURITIES IN ANY JURISDICTION.

This Presentation and its appendices (the "Presentation") has been produced by Otovo ASA (the "Company", and together with its direct and indirect subsidiaries, the "Group").

This Presentation has been prepared for information purposes only, and does not constitute or form part of, and is not prepared or made in connection with, an offer or invitation to sell or a solicitation of an offer to subscribe for or purchase, or a recommendation regarding, any securities of the Company and nothing contained herein shall form the basis of any contract or commitment whatsoever. This Presentation does not purport to contain all of the information that may be required to evaluate any investment in the Company or any of its securities and should not be relied upon to form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. This presentation is intended to present background information on the Company, its business and the industry in which it operates and is not intended to provide complete disclosure upon which an investment decision could be made.

No representation, warranty or undertaking, express or implied, is made by the Company or its affiliates or representatives as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or the opinions contained herein, for any purpose whatsoever. Neither the Company nor any of its affiliates or representatives shall have any responsibility or liability whatsoever (for negligence or otherwise) for any loss whatsoever and howsoever arising from any use of this Presentation or its contents or otherwise arising in connection with this Presentation.

This Presentation is current as of the date of presentation. Neither the delivery of this Presentation nor any further discussions of the Company with any of the recipients shall, under any circumstances, create any implication that there has been no change in the affairs of the Company since such date.

The distribution of this Presentation by the Company in certain jurisdictions is restricted by law. Accordingly, this Presentation may not be distributed or published in any jurisdiction except under circumstances that will result in compliance with any applicable laws and regulations. This Presentation does not constitute an offer of, or an invitation to purchase, any securities.

IN RELATION TO THE UNITED STATES AND U.S. PERSONS, THIS PRESENTATION IS BEING FURNISHED ONLY TO INVESTORS THAT ARE "QIBs", AS DEFINED IN RULE 144A UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "U.S. SECURITIES ACT"). THE SHARES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER U.S. SECURITIES ACT OR WITH ANY SECURITIES REGULATORY AUTHORITY OF ANY STATE OR OTHER JURISDICTION IN THE UNITED STATES, AND MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES, OR TO OR FOR THE ACCOUNT OR BENEFIT OF A U.S. PERSON, EXCEPT PURSUANT TO AN APPLICABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE U.S. SECURITIES ACT AND IN COMPLIANCE WITH ANY APPLICABLE STATE SECURITIES LAWS.

By accepting these materials, each recipient represents and warrants that it is able to receive them without contravention of an unfulfilled registration requirements or other legal or regulatory restrictions in the jurisdiction in which such recipients resides or conducts business.

This Presentation is subject to and governed by Norwegian law, and any dispute arising in respect of this Presentation is subject to the exclusive jurisdiction of Norwegian courts with Oslo District Court as exclusive legal venue.

Transaction highlights

Combination ("Otovo USA")

  • 60/40 (Otovo/Onvis) ownership split post-combination
  • Onvis today operate as "Otovo USA" (www.otovo.ai)
  • Creates first transatlantic AI-driven, home-energy service and financing platform

New CEO

  • Industry veteran John Berger, founder of Sunnova, becomes CEO of Otovo ASA post closing
  • Andreas Thorsheim, founder and current Otovo CEO, to continue as CPO
  • New leadership combines U.S. solar experience with Otovo's European operations

New capital

  • NOK 45m committed raise at NOK 1.00 /share (2% below 60 days VWAP)
  • Supported by prominent existing shareholders; to raise gross proceeds of NOK 45-80m
  • Funds growth, geographic expansion, development of technology and new solutions

New strategy

  • New focus on service & maintenance, rapid repairs, and grid services. Recurring, high-margin revenue
  • Targeting 30 M+ homeowners in U.S. & Europe with existing home energy assets (PV, batteries, …)
  • Leasing of PV & battery assets on forward-flow agreement to Swiss Life. ~10k leasing customers already

Overall

  • Leading, all-in-one home-energy service and financing platform operating across USA and Europa
  • First company to solve the biggest problem in PV industry at scale: 25+ years of service & maintenance
  • Positive operating cash flow expected during Q2 2026, excluding one-time expenses such as severance and contract termination payments

3

Leading, all-in-one home-energy service and financing platform operating across USA and Europa

Two unique business, creating the global leader Synergistic offerings, creating all-in-one partner

Onvis: AI-native O&M, services

AI-native platform, Endurance™, offers 24/7 monitoring & hotline support, 48-hour fast repair response times, predictive maintenance alerts, retail energy, and soon grid trading capabilities

Otovo: Leasing & Operations

Leasing PV & battery assets origination on forward-flow agreement to Swiss Life. ~10k leasing customers, and growing, at highly attractive margins.

Otovo Madrid Operations Hub

Industry-wide cost leader, remotely operating installers and acquiring consumers across EU and the US. Total of ~40k PV & battery installations.

Service – The Problem

Millions of customers in deregulated markets in the US and Europe struggle to keep their power on, even after investing in solar, batteries and/or generators. When equipment fails, they're left unprepared.

No One to Call

Customers juggle multiple companies for electricity, solar/battery/generator installation and maintenance. When systems fail, they're often left with delays and dead ends, not fast solutions.

Slow, Unreliable Repairs for Big

Outages are frequent, and fast service is rare. No one guarantees rapid repairs when expensive critical energy systems fail, leaving customers without the power they paid tens-of thousands of dollar for. investment

Costly Outages Cause Frustrated

Energy customers want peace of mind and not lose out on money their energy assets make every day. Customers

They're willing to pay for quick, reliable and responsive service, but the market hasn't delivered a one-stop solution they can count on.

US Market

When it comes to cost, 61% of Americans would be willing to pay 40% extra, on average, for sustainable backup power.

Goal Zero Consumer Power Report (2022 September) https://bit.ly/4n4WKlR

EU Market

Willingness to pay €100 per year to avoid power outages across 19 EU countries

Effect of Global Warming on Willingness to Pay for Uninterrupted Electricity Supply in European Nations, Nature Energy (2017 December); Assuming 48h disruption

https://www.nature.com/articles/s41560-017-0045-4

Service – The Opportunity

First-Mover Advantage in Resilient Energy: No one else offers a bundled reliability service. This is a rare, high-margin gap in a market desperate for stability — and Otovo is built to fill it.

Total Addressable Market (US & EUR)

Unmet Need

33M+ US and European households with solar, battery and generator assets fit our target profile — a vast market ready for better service, maximizing performance and ensuring uptime.

Willingness to Pay

In the US, studies show customers are willing to pay ~\$15/month more for a fortified grid and in Europe, customers are willing to pay €100 per year per household to avoid power outages and ensure system uptime. But even with higher utility bills, outages still happen. The takeaway? Price alone doesn't solve reliability.

Total Addressable Market (TAM)

The service market in the US and Europe exceeds \$50B annually. And this is just the beginning — as power systems age and climate risks rise, the demand for resilient, always-on power is growing worldwide.

33M

Asset Owning Households

\$50B

Service TAM

*50B TAM based on an average revenue of \$1,500 per customer. Includes yearly recurring service subscription, estimated price of repairs on over lifecycle of system, asset trading revenue

Service – Traction

Otovo Care customers pay 108 EUR up-front yearly, in addition to any cost of repairs (est. 1-2K EUR every 3 years with high gross margins)

*Subscription members include Otovo Care members, and Otovo Leasing customers

Planned cumulative members

7

Grid Trading – Future Monetizing of Home Power

We turn homes into grid assets. Using an aggregated network of solar + batteries (Asset Aggregation, or a Virtual Power Plant), we sell power, capacity and ancillary services into the local wholesale power market.

Technology-Driven

Our platform auto-dispatches hundreds of home systems in concert, behaving like a small power plant. We leverage market signals (price spikes, grid requests) to maximize value.

High-Margin Revenue

This is the upside engine of our model. Estimated ~500/yr* in grid services revenue per home by aggregating a typical solar + battery setup. This comes on top of Otovo Care subscription + service repair revenue.

Capital-Light Scaling

Unlike a utility, we unlock distributed energy that's already installed (or financed by third-parties via customer deals). This means as we add customers, our revenue grows without heavy capital expenditures on our balance sheet. It's software, trading expertise and our customer relationships doing the work.

*Current economics through partnership agreement.

Financials - Combined entity reaching profitability by Q2 2026, growing rapidly by US expansion

Cash of combined entity

Committed fundraise

  • Completing a fundraise of NOK 45-80m at NOK 1.00 per share
  • Pre-commitments from prominent Otovo and Onvis shareholders, in addition to a new global investment institution, to subscribe for a minimum of NOK 45 million

Cash flow in Q4

  • Otovo's backlog of projects in Europe NOK 224m at end of Q3, which will materialize in Q4-Q1 revenue without costs
  • Cost cut programme, launched in October, will be concluded in Q4, with full effect in Q1 (NOK 110-120m p.a.)

Funded for 2026

  • After the entities are combined, their consolidated cash balances are expected to total approx. NOK 90m at the end of the year (40-45m cash on hand, and 45m to 80m raised)
  • 9 ● Management expects to reach positive operating cash flow for the combined entity during Q2 2026, excluding one-time expenses, such as severance and contract termination payments

Executive leadership team post transaction closing

Experienced energy operators. Our leadership team combines deep experience across retail power.

Investment opportunity

Onvis: United States first-of-its-kind AI-powered, power service company

Otovo: Europe's leading residential energy platform

2 great companies 3 key investment themes 6 key capabilities

LEVERAGE AI

Leverage AI to significantly reduce capital expenditures (CapEx) and operating expenses (OpEx)

DELIVER THE BEST SERVICE & ASSET UPTIME

Differentiate by guaranteeing fast, reliable response & resolution times - maximize uptime in 33M US & EU homes

ROLL-UP: DISLOCATED VALUE CUSTOMERS

Rolling up orphaned or underserved accounts, purchased at small prices, so we benefit when markets normalize.

Industry veterans

John Berger & team built a multi-billion-dollar, publicly traded residential solar company

AI-native services platform, targeting \$50B TAM

Built AI-native platform for servicing renewable energy assets in 33M US & EU households

Retail energy & grid trading (VPP)

Synergetic energy retail contracts monetized by high margin grid trading (VPP)

10 years of track record and growth

700+ NOKm revenue w 15+% growth installing PV & batteries. ~40k+ customers & ~500 installers in 13 EU markets

Cost-leading, pan-European Operations Center in Madrid

Market-leading OPS center providing cost-efficient, multi-language, embedded with a proprietary AI platform

Unique Leasing platform

Unique infrastructure, originating leasing asset on forward-flow agreement to Swiss Life, with strong economics

Appendix

Transaction structure

Combining Otovo and Onvis

  • Onvis: A first-of-its-kind AI-powered, power & service company based in Houston, led by industry veteran William J. "John" Berger, who built the multi billion-dollar solar company Sunnova
  • Otovo: Pan-European renewable home energy platform with leasing infrastructure, listed on the Oslo Stock Exchange
  • Merging organizations: Otovo ASA (Europe) and Onvis (US) combines into one entity, following capital raise in both entities with Otovo ASA as the surviving, listed entity.
  • Break even: Combined company will reach break even within a few quarters post-merger

Valuation & resulting ownership

  • Relative valuation in term sheet between Otovo and Onvis locked in at 60:40 ratio
  • Ownership post-merger: The final amount of capital raised on either side of the transaction, will determine the share of the existing Otovo shareholders in the combined entity

Description Valuation at Otovo ASA share price of NOK 1.00

Figures in NOKm

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