SmartCraft ASA — Remuneration Information 2022

Jul 11, 2022

SmartCraft ASA - Mandatory Notification of Trade - Management Investment Program

SmartCraft ASA - Mandatory Notification of Trade - Management Investment Program

11.7.2022 23:08:09 CEST | SmartCraft ASA | Mandatory notification of trade

primary insiders

[11 July 2022]: In accordance with the guidelines for determination of salary

and other remuneration to executive personnel in SmartCraft ASA ("SmartCraft" or

the "Company", OSE ticker code SMCRT), the board of directors of SmartCraft has

resolved to implement a long term management investment program to align the

long term interest of executive management and key employees with those of the

shareholders of SmartCraft (the "MIP").

SmartCraft has offered members of executive management and other key employees

to participate in the MIP by investing in the newly established subsidiary of

the Company SmartCraft Software AS through the management investment company

SMCRT MGMT 1 AS. To facilitate such investment, a reorganisation of SmartCraft

will be completed, where all material assets and debt in SmartCraft are

transferred and assigned to SmartCraft Software AS. Following such

reorganisation, SmartCraft Software AS will be the holding company for the

operations of the SmartCraft group.

The offer to participate in the MIP has been accepted by the primary insiders

listed below and other members of executive management and key employees. The

participants will invest in ordinary shares in SMCRT MGMT 1 AS and SMCRT MGMT 1

AS will acquire shares in SmartCraft Software AS from the Company at market

value.

The market value for the shares is based on the volume weighted average price

for the SmartCraft shares during the 10 trading days period ending on 8 June

2022 of NOK 16.40 adjusted for the business activities, assets and liabilities

of SmartCraft other than its shares in SmartCraft Software AS. This entails a

market value for all shares in SmartCraft Software AS of NOK 2,650,918,552

following the reorganisation.

SMCRT MGMT 1 AS will subscribe for shares in SmartCraft Software AS at a total

amount of NOK 24,403,560, representing approximately 0.9206% of the total number

of shares in SmartCraft Software AS. Participants in the MIP will subscribe for

ordinary shares at an amount of NOK 4,880,712, and SmartCraft will subscribe for

preference shares at an amount of NOK 19,522,848. Following the above described

transactions, the participants in the MIP will hold in total ordinary shares in

SMCRT MGMT 1 AS equal to 20% of the shares in issue, while SmartCraft will hold

preference shares equal to 80% of the shares in issue.

The shares subscribed for by the participants in SMCRT MGMT 1 AS and by SMCRT

MGMT 1 AS in SmartCraft Software AS will be subject to a three-year lock-up.

As set out in the attached transaction notifications, the following primary

insiders of SmartCraft participate in the MIP:

* Gustav Line, CEO

* Kjartan Bø, CFO

* Christian Saleki, CTO

* Hanna Konyi, GM Bygglet

* Timo Makkonen, GM Congrid

* Christer Kleppestø, GM Kvalitetskontroll

* Otto Laurila, GM Homerun

* Karl Strömberg, GM EL-VIS

* Johan Ros, Sales Manager EL-VIS

DISCLOSURE REGULATION

This information is considered to be 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.

The stock exchange announcement was published by the contact person, at the date

and time as set out above.

CONTACTS

* Kjartan Bø, CFO, +47 410 27 000, kjartan.bo@smartcraft.no

ABOUT SMARTCRAFT ASA

SmartCraft is the leading Nordic provider of mission-critical SaaS solutions to

SME's in the construction sector. The company's business model is highly

scalable, based on 95% recurring revenue and low churn. The construction sector

is among the least digitalized industries and represents a NOK 10bn software

market in the Nordics, growing at a double-digit rate. SmartCraft's solutions

help customers to increase their productivity, margins, and resource efficiency.

ATTACHMENTS

PDMR.pdf - https://kommunikasjon.ntb.no/ir-files/17847761/1612/2176/PDMR.pdf