OXE Marine successfully raises SEK 60.0 million through directed share issues

OXE Marine logo © OXE Marine

OXE Marine today announces that the Company successfully raises SEK 60.0 million, prior to the conversion of outstanding loans amounting to SEK 19.2 million, after investors, members of the Board of Directors and the Company management have undertaken to subscribe for a total of 250,000,000 shares in the Directed Share Issues proposed by the Board of Directors and a shareholder.

The Board of Directors proposes a directed share issue of approximately SEK 49.1 million to a number of professional investors and existing shareholders, including the new investor Tenesta Holding AB (Måns Flodberg), which has undertaken to subscribe for the equivalent of SEK 15.0 million, and the existing shareholders Spirit of Performance AB (Christian von Koenigsegg) and Tamt AB (Theodor Jeansson), who have undertaken to subscribe for an equivalent of approximately SEK 13.0 million and approximately SEK 12.7 million respectively. The remaining subscribers in the directed share issue proposed by the Board of Directors are Sven Sandberg, Hajskäret Invest AB, Tiliaflore Holding AB, Håkan Roos, Peter Wikström, Ulf Barkman, Kristoffer Jeansson, Jonas Mårtensson, Joel Hallberg, Daniel Nilsson, Jimmie Landemann and Torna Kapital AB. In addition, Jonas Wikström (Chairman of the Board), ZQP Invest AB (Jon Lind, Board member), Paul Frick (CEO) and PSP Stockholm AB (ODN) have undertaken to subscribe for a total of approximately SEK 10.9 million following a proposal for a directed issue from shareholder Theodor Jeansson. Tamt AB (Theodor Jeansson) and PSP Stockholm AB (ODN) intend to convert outstanding loans, totalling approximately SEK 19.2 million, in accordance with the loan agreements with Theodor Jeansson and Powersports Plus LLC (part of ODN) that the Company announced on 8 December 2025, into shares in the Company. The issue proceeds for this portion are intended to be paid by set-off of the respective subscriber's claim against the Company under the loan agreements. It is proposed that the Directed Share Issues be approved by the annual general meeting to be held on 24 April 2026. Through the Directed Share Issues, the Company may raise a total of approximately SEK 60.0 million before issue costs and set-offs. It is proposed that the Directed Share Issues be approved at a subscription price of SEK 0.24 per share, which corresponds to a discount of approximately 5.9 per cent against the closing price on 20 March 2026. The purpose of the Directed Share Issues is to secure the Company's working capital and finance ongoing projects. All subscribers have entered into commitments to subscribe in the Directed Share Issues, provided that the annual general meeting resolves to adopt the proposals.

Considerations

It is proposed that the Directed Share Issues be carried out in deviation from shareholders' pre-emptive rights. The reasons for deviating from shareholders' preferential rights are as follows. A rights issue would be significantly more time-consuming and resource-intensive compared with a directed new share issue, not least due to the work involved in securing a rights issue, whilst there are no guarantees that such an issue would be fully subscribed. A rights issue would have required significant underwriting commitments from an underwriting syndicate, which would entail additional costs and/or further dilution depending on the type of remuneration paid for such underwriting commitments. Reduced time commitment creates flexibility to act on short-term investment opportunities, reduces exposure to fluctuations in the share price and the risk of a negative impact on the share price, and enables the Company to capitalise on the current market interest in its shares. A further aspect in favour of the choice of directed share issues is that a rights issue would most likely have had to be carried out at a not insignificant discount, which would lead to greater dilution effects for the Company's existing shareholders; this is avoided with the Directed Share Issues, where the subscription price is proposed to be set at a discount of approximately 5.9 per cent to the closing price of the Company's share on Nasdaq First North Growth Market on 20 March 2026. From a shareholder perspective, a rights issue at a significant discount also entails a risk of a negative impact on the share price in connection with the implementation of the rights issue. The reason why it is proposed that the Directed Share Issues be partly directed at existing shareholders is that these shareholders have expressed and demonstrated a long-term interest in the Company, which, in the Board's view, creates security and stability for both the Company and its shareholders, as well as significant strategic and long-term value. It is the Board's assessment that without the support of existing shareholders, it would not have been possible to carry out a successful capital raising. Furthermore, the Company's shareholder base can be strengthened through new long-term investors, one of whom is the single largest subscriber in the Directed Share Issues. In light of the above, the Board's overall assessment is therefore that the reasons for carrying out the Directed Share Issues outweigh the reasons for a rights issue under the general rule, and that the Directed Share Issues are therefore in the interests of both the Company and all its shareholders. Theodor Jeansson has made the same assessment as the Board regarding the proposal for a directed share issue to Jonas Wikström, ZQP Invest AB (Jon Lind), Paul Frick and PSP Stockholm AB, and further notes that it is also in the interests of the Company and its shareholders that members of the Board of Directors and the Company's management have an interest in the Company's long-term development.

It is proposed that the Directed Share Issues be approved at a subscription price of SEK 0.24 per share, which corresponds to a discount of approximately 5.9 per cent relative to the closing price on 20 March 2026. The proposed subscription price has been determined, in consultation with financial advisers, through arm's-length negotiations with external investors; consequently, it is the Board's assessment that the subscription price is in line with market conditions.

Share capital, number of shares and dilution

The Directed Share Issues mean that the share capital may increase by a maximum of SEK 5,000,000, from SEK 13,860,809.82 to SEK 18,860,809.82, and that the number of shares may increase by a maximum of 250,000,000 shares, from 693,040,491 shares to 943,040,491 shares, which corresponds to a dilution of approximately 26.5 per cent of the total number of shares and votes in the Company following registration of the new shares with the Swedish Companies Registration Office.

Annual general meeting

It is proposed that the Directed Share Issues be resolved upon by the annual general meeting to be held on 24 April 2026. A notice convening the annual general meeting, containing the full proposals for resolutions, will be published in a separate press release on 24 March 2026.

Advisors

Redeye AB is acting as financial adviser and Moll Wendén Advokatbyrå AB as legal adviser to OXE Marine in connection with the Directed Share Issues. Aqurat Fondkommission AB is acting as the issuing agent in the Directed Share Issues.