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.

Oslo, 22 October 2026: Otovo ASA (the "Company" or "Otovo") hereby announces a
contemplated private placement for an aggregate subscription amount of the NOK
equivalent of approx. between USD 3-4 million (the "Private Placement") by
issuance of new shares in the Company (the "Offer Shares"). The Company has
engaged Arctic Securities AS as sole global coordinator and joint bookrunner and
Fearnley Securities AS as joint bookrunner in the Private Placement (jointly,
the "Managers"). Roth Capital Partners, LLC has been appointed as the Company's
financial advisor in connection with the Private Placement.

As part of the contemplated capital raise, the Company will carry out an
offering directed at retail investors (the "Retail Offering", and shares issued
thereunder, the "Retail Offer Shares") to raise gross proceeds of up to the NOK
equivalent of EUR 1 million to be facilitated through Nordnet Bank AB
("Nordnet") and made through its facilities, on the basis of a national
prospectus dated 22 October 2026 (the "Offering Prospectus") prepared by the
Company and registered with the Norwegian Register of Business Enterprises
("NRBE"). The application period for the Retail Offering commences at 16:45
(CEST) on 22 October 2026 and will run until 21:00 (CEST) on 22 October 2026
(the "Retail Application Period"), however not before the Offering Prospectus
has been registered with the NRBE and published. Applications may only be made
on the basis of the Offering Prospectus (see further details below). 

The net proceeds from the Private Placement will be used to fund (i) strategic
acquisitions and M&A opportunities, (ii) costs associated with the previously
announced contemplated dual listing in the US and (iii) general corporate
purposes. 

POTENTIAL SALE OF EDEA ASSETS

The Company is engaged in a potential sale of a portion of its current holding
in EDEA Europe (through its subsidiary EDEA MidCo AS) and 100% of its shares in
European Distributed Energy Assets Switzerland GmbH ("EDEA Switzerland") and a
portion of the overall portfolio's residual assets to Swiss Life Asset
Management. If completed, the sale is expected to bring approx. USD 2 million in
cash to Otovo, as well as release of the USD 1.5 million facility with DNB Bank.
Furthermore, as part of the sale of its residual assets and a balance sheet
clean-up exercise with respect to EDEA Europe and EDEA Switzerland, Otovo could
grant up to 2 million warrants to the buyer at no additional cost if certain
asset performance does not meet expectations.

TIMELINE AND DETAILED TERMS OF THE PRIVATE PLACEMENT

The application period for the Private Placement commences today, on 22 October
2026 at 16:30 hours (CEST) and will end on 23 October 2026 at 08:00 hours (CEST)
(the "Application  Period"). The Company reserves the right, after consultation
with the Managers, to at any time and in its sole discretion close or extend the
Application Period or to cancel the Private Placement in its entirety for any
reason and without notice. If the Application Period is shortened or extended,
the other dates referred to herein may be changed correspondingly.

 The offer price in the Private Placement is fixed at NOK 8 per Offer Share (the
"Offer Price"). The final number of Offer Shares to be issued will be determined
by the Board, in consultation with the Managers, following the Application
Period. The Offer Shares (including the Retail Offer Shares) will be issued
pursuant to the authorization to issue new shares (the "Board Authorization")
granted by the annual general meeting of the Company held on 15 May 2026. 

The Private Placement will be directed towards Norwegian and international
investors, subject to applicable exemptions from relevant registration, filing
and prospectus requirements, and subject to other applicable selling
restrictions. The minimum application amount has been set to the NOK equivalent
of EUR 100,000. The Company may, however, at its sole discretion, allocate
shares corresponding to an amount below the NOK equivalent of EUR 100,000 to the
extent applicable exemptions from the prospectus requirements in accordance with
applicable regulations, including the EU Prospectus Regulation (Regulation (EU)
2017/1129 of the European Parliament and of the Council of 14 June 2017) and
ancillary regulations, as implemented pursuant to the Norwegian Securities
Trading Act, are available.

Settlement is expected to take place on or about 27 October 2026. The Private
Placement is expected to be settled on a delivery-versus-payment (DVP) basis by
delivery of existing and unencumbered shares in the Company that are already
listed on Euronext Oslo Børs, pursuant to a share lending agreement (the "Share
Lending Agreement") between the Company, the Managers and Jackson Leigh
Ventures, LLC (the "Share Lender"), a closely associated company to the
Company's CEO, William (John) Berger. Investors allocated Offer Shares
(including Retail Offer Shares) will thus receive tradable shares upon delivery.


The settlement date remains subject to any shortening or extension of the
Application Period and the satisfaction of the relevant Conditions (as defined
and set out below).

The share capital increase pertaining to the Private Placement is expected to be
registered with the NRBE on or about 29 October 2026. The new shares to be
issued by the Board will be used to settle the Managers' redelivery obligation
under the Share Lending Agreement. 

The allocation of Offer Shares will be carried out at the Board's discretion,
based on criteria such as (but not limited to) existing ownership in the
Company, timeliness of the application, relative order size, sector knowledge,
investment history, perceived investor quality and investment horizon. The Board
may, at its sole discretion, reject and/or reduce any applications. There is no
guarantee that any applicant will be allocated Offer Shares.

Completion of the Private Placement is subject to: (i) a resolution by the Board
to consummate the Private Placement and allocate the Offer Shares, (ii) a
resolution by the Board to issue the Offer Shares pursuant to the Board
Authorization, and (iii) the Share Lending Agreement remaining unmodified and
being in full force and effect pursuant to its terms and conditions (jointly the
"Conditions").

Up until notice of allocation, the Private Placement may be cancelled by the
Company, in consultation with the Managers, in its sole discretion for any
reason. Neither the Managers nor the Company will be liable for any losses if
the Private Placement is cancelled and/or modified, irrespective of the reason
for such cancellation or modification. 

RETAIL OFFERING THROUGH NORDNET
ny losses if\
the Private Placement is cancelled and/or modified\, irrespective of the reason\
for such cancellation or modification. \
\
RETAIL OFFERING THROUGH NORDNET\