Otovo ASA — M&A Activity 2021

Nov 26, 2021

Otovo completes EDEA acquisition

Otovo completes EDEA acquisition

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL

Reference is made to the previous announcements regarding Otovo AS' (“Otovo”) all share offer for all the shares in European Distributed Energy Assets Holding AS (“EDEA”) (the "Offer"). The offer period expired today at 12:00 CET and shareholders representing 64.90% of the shares in EDEA have accepted the Offer. Taken together with Otovo's existing shareholding in EDEA, Otovo will hold 83.54% of the shares in EDEA upon completion of the Offer.

Having waived the 90 percent acceptance requirement on 24 November, Otovo is satisfied with the result of the Offer and will not extend the offer period further. At present, Otovo does not intend to make structural changes to the ownership model.

The completion of the Offer means that the strategic rationale behind the Offer will be realized, improving leasing volumes, reducing friction and making each lease sale more valuable to Otovo.

- With the acquisition of EDEA we can now boost leasing of solar panels across Europe. We are going to extend access to affordable, homemade energy for a lot of people as a consequence of this, says Otovo CEO Andreas Thorsheim.

Serviced solar panel subscriptions in the form of residential PPA agreements and solar leases have been essential to the growth in the North American solar market, and Otovo sees the same thing being replicable in Europe:

- With electricity prices at the high levels we see now and with increasing volatility, getting solar panels at no upfront costs makes all the sense in the world for European home owners, says Thorsheim.

Otovo will send an invitation to an extraordinary general meeting for the approval of the completion of the Offer today, and notify this in a separate announcement.

Otovo will also make an invitation to a capital markets day in order to update investors and analysts about the implications of the acquisition on reporting going forward.

***

About the Offer

The Offer is a share-for-share exchange offer, where Eligible Shareholders (as defined below) in EDEA are offered 1.7 shares in Otovo (the "Consideration Shares") for each tendered share in EDEA.

Eligible Shareholders are the EDEA shareholders as of 3 November 2021, as appearing in the VPS on 5 November 2021, but excluding any shareholders behind nominee accounts unless Otovo knew the identity of the ultimate shareholder upon launch of the Offer

***

About Otovo: For homeowners, Otovo is the easiest way to get solar panels on the roof. Otovo is a marketplace that organizes hundreds of local, high-quality, and qualified energy installers. The company uses its proprietary technology to analyze 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.