Donkey Republic Holding A/S intends to carry out an over-subscribed private placement of DKK 75.0M

Company announcement No. 03 - 2026

This announcement contains inside information

Copenhagen, February 4, 2026

Donkey Republic Holding A/S ("Donkey Republic" or the "Company") today announces its intention to carry out a private placement of new shares at a price of DKK 6.00 per share, aiming to raise gross proceeds of DKK 75.0M (the "Private Placement"). The Company had initially set out to raise DKK 15-30M but due to strong interest, the transaction ended being over-subscribed even though the amount raised was upsized to DKK 75.0M. The additional capital strengthens the Company's position to execute on future fleet expansion, and will enable the Company to lower its cost of capital. As such, the Company believes the additional capital will create a higher return on invested capital and equity over time.

The Private Placement is supported by a strong consortium of 4 new investors, including Nordic Compound Invest and Avium, as well as 4 existing shareholders, including BankInvest and Sagitta Investments. Members of the Management, including CEO Thor Möger Pedersen and COO Signe Storgaard Sørensen, are also participating with a total of DKK 0.5M.

The subscription price was negotiated with the largest investors in the transaction, and the Board of Directors considers the subscription price of DKK 6.00 per share to be on market terms. As a reference, the average trading price over the last 30 trading days prior to February 4, 2026 was DKK 6.02.

Use of Proceeds: Scaling for the Ruhr and Düsseldorf Contracts

The capital raise was initiated following the signing of two landmark contracts to operate bike-sharing systems in the city of Düsseldorf and the Ruhr region. These contracts involve the deployment of over 8,000 bikes during 2026.

The proceeds will be utilized to:

• Fund CAPEX: Finance the equity portion of the bike-sharing systems in Düsseldorf and Ruhr. The remaining investment will be covered by debt from commercial banks, with whom the Company is currently in final negotiations.
   
• Optimize Capital Structure: Strengthen the balance sheet to enable a more efficient financing structure and secure more attractive financing conditions over the next 12 months.
   
• Drive Profitable Growth: Provide flexibility to act swiftly on market opportunities and ensure the Company is well-capitalized to deliver on its 2027 financial ambitions and beyond.  

CEO Thor Möger Pedersen comments:

"Following our two long-term contract wins in Düsseldorf and the Ruhr region, we are pleased to have secured the financing necessary to execute these projects and fuel our continued expansion. Our 'Ride and do well' strategy provides a clear roadmap to profitability. The cost-efficiency measures and streamlined operating model introduced in late 2025, combined with our recent commercial success, have resonated strongly with the investment community. We are proud to welcome a broad group of high-quality investors who share our strategic aims."

Proposed Election of Jakob Have to the Board of Directors

To further support the Company's growth, the Board of Directors will propose the election of Jakob Have to the Board at the upcoming Annual General Meeting. Mr. Have is the Director of Nordic Compound Invest and brings extensive experience as an active, value-creating investor in listed companies in the Nordics. 

Preparation for Uplisting to Nasdaq Main Market

The Board of Directors has decided to initiate preparations for a transition from Nasdaq First North Growth Market Copenhagen to Nasdaq Copenhagen Main Market, targeted for execution during 2026.

This transition is expected to broaden the investor base, enhance liquidity, and support a more institutionalized Investor Relations profile. The Company expects no negative impact from the uplifting as the Private Placement significantly bolsters the Company's financial position, eliminating the need to extend existing facilities from state-backed debt providers or to incur additional debt from such providers. Final execution remains subject to Board approval and regulatory clearances.

Terms and Extraordinary General Meeting

The Private Placement is carried out without pre-emptive rights for existing shareholders, pursuant to the authorization in Article 4.3 of the Company's Articles of Association, subject to approval by the general meeting. The New Shares are issued in compliance with applicable exemptions under the Prospectus Regulation (EU) 2017/1129.

The Board will issue a separate notice to convene an Extraordinary General Meeting (EGM) to be held on 19 February 2026 at 11:00, seeking to renew the Board's authorization to issue new shares to finalize the capital increase.