NOT FOR DISCLOSURE, DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR TO THE UNITED STATES, AUSTRALIA, BELARUS, HONG KONG, JAPAN, CANADA, NEW ZEALAND, RUSSIA, SWITZERLAND, SINGAPORE, SOUTH AFRICA, SOUTH KOREA OR ANY OTHER STATE OR JURISDICTION WHERE DISCLOSURE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR OTHER MEASURES UNDER APPLICABLE LAW. PLEASE REFER TO “IMPORTANT INFORMATION” AT THE END OF THIS PRESS RELEASE.

OXE Marine AB (publ) (“OXE Marine” or the “Company”) today announces the outcome of the directed share issues proposed by the Board of Directors and the shareholder Theodor Jeansson, respectively, on 23 March 2026 and resolved upon by the annual general meeting on 24 April 2026 (the “Directed Share Issues”). Through the Directed Share Issues, the Company has successfully raised SEK 60.0 million, prior to issue costs and the conversion of outstanding loans totalling SEK 19.2 million, through the issuance of a total of 250,000,000 new shares. All shares have been subscribed for and allotted. Subscribers in the Directed Share Issues comprises of a number of professional investors and existing shareholders, including the new investor Tenesta Holding AB (Måns Flodberg), and the existing shareholders Spirit of Performance AB (Christian von Koenigsegg) and Tamt AB (Theodor Jeansson). In addition, Jonas Wikström (Chairman of the Board), ZQP Invest AB (Jon Lind, Board member), Paul Frick (CEO) and PSP Stockholm AB (ODN) have subscribed for new shares in the Directed Share Issues. In connection with the Directed Share Issues and as announced in the press release on 23 March 2026, Tamt AB (Theodor Jeansson) and PSP Stockholm AB (ODN) will convert outstanding loans, totalling 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 have been paid by set-off of the respective subscriber’s claim against the Company under the loan agreements.

The Directed Share Issues

OXE Marine today announces the outcome of the Directed Share Issues which were proposed by the Board of Directors and shareholder Theodor Jeansson, respectively, on 23 March 2026 and approved by the Annual General Meeting on 24 April 2026. Through the Directed Share Issues, the Company successfully raised SEK 60.0 million, prior to issue costs and the conversion of outstanding loans totalling SEK 19.2 million, by the issuing of a total of 250,000,000 new shares to investors, members of the Board of Directors and the Company’s management. A number of professional investors and existing shareholders have subscribed for new shares for approximately SEK 49.1 million, including the new investor Tenesta Holding AB (Måns Flodberg), that has subscribed for SEK 15.0 million, and the existing shareholders Spirit of Performance AB (Christian von Koenigsegg) and Tamt AB (Theodor Jeansson), that have subscribed for approximately SEK 13.0 million and approximately SEK 12.7 million, respectively. The remaining subscribers in the directed share issue that was proposed by the Board of Directors are Sven Sandberg, Hajskäret Invest AB, Tiliaflore Holding AB, RoosGruppen AB, Peter Wikström, Ulf Barkman, P&B Pettersson och Bendel i Stockholm AB, 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 subscribed for a total of approximately SEK 10.9 million in accordance with the proposal for a directed share issue from the shareholder Theodor Jeansson. In connection with the Directed Share Issues, Tamt AB (Theodor Jeansson) and PSP Stockholm AB (ODN) have converted outstanding loans, totalling 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 have been paid by set-off of the respective subscriber’s claim against the Company under the loan agreements.

Through the Directed Share Issues, the Company has raised a total of SEK 60.0 million before issue costs and set-offs. The subscription price in the Directed Share Issues was SEK 0.24 per share, corresponding to a discount of approximately 5.9 per cent against the closing price on 20 March 2026. All shares have been subscribed for and allotted.

The reason why the Directed Share Issues were 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. The shareholder Theodor Jeansson has made the same assessment as the Board of Directors 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. The purpose of the Directed Share Issues is to secure the Company’s working capital and finance ongoing projects.

Share capital, number of shares and dilution

The Directed Share Issues mean that the share capital will increase by 5,000,000 SEK, from 13,860,809.82 SEK to 18,860,809.82 SEK, and that the number of shares will increase by 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.

Advisors

Redeye Nordic Growth 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.

For further information, please contact:
Paul Frick, CEO, OXE Marine AB, paul.frick@oxemarine.com, +46 (0) 703 25 06 20
Jonas Wikström, Chairman of the Board, OXE Marine AB jonas.wikstrom@oxemarine.com, +46 (0) 70 753 65 66

About OXE Marine
OXE Marine AB (publ) is the company behind the world’s first high performance diesel outboard. The company’s unique and patented solutions for high torque transmission between powerhead and lower leg has led to a global high demand for the company’s outboards. Enabling improved performance and fuel efficiency in an outboard, OXE Marine redefines possibilities in the marine sector.

OXE Marine AB (publ) is listed on the NASDAQ First North Growth Market (STO: OXE). Redeye Nordic Growth AB is the Company’s Certified Adviser.

The information was submitted for publication, through the agency of the contact persons set out above, at [Date and time is automatically linked to the news event].

Important information

The publication, release or distribution of this press release may be subject to legal restrictions in certain jurisdictions, and persons in those jurisdictions where this press release has been published or distributed should inform themselves of and comply with such legal restrictions. The recipient of this press release is responsible for using this press release and the information contained herein in accordance with the applicable rules in their respective jurisdiction. This press release does not constitute an offer to sell or a solicitation of an offer to acquire or subscribe for securities issued by the Company in any jurisdiction where such an offer or solicitation would be unlawful. In a Member State of the European Economic Area (“EEA”), securities referred to in this announcement may only be offered in accordance with the applicable exemptions under Regulation (EU) 2017/1129 (“the Prospectus Regulation”).

This press release does not constitute a prospectus within the meaning of the Prospectus Regulation and has not been approved by any regulatory authority in any jurisdiction.

This press release does not constitute an offer or invitation to acquire or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States without registration, or without the application of an exemption from registration, under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States unless they are registered, are covered by an exemption from, or are part of a transaction not subject to the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of such securities in the United States. The information in this press release may not be disclosed, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, in or to the United States, Australia, Belarus, Hong Kong, Japan, Canada, New Zealand, Russia, Switzerland, Singapore, South Africa, South Korea or any other jurisdiction where such disclosure, publication or distribution of this information would be contrary to applicable regulations, or where such action is subject to legal restrictions or would require further registration or other measures beyond those required under Swedish law. Any action contrary to this instruction may constitute a breach of applicable securities legislation.

In the United Kingdom, this document and any other material relating to the securities referred to herein are distributed and directed solely to, and any investment or investment activity relating to this document is available only to and may be undertaken only by, “qualified investors” (as defined in section 86(7) of the UK Financial Services and Markets Act 2000) who are (i) persons who have professional experience in investment business and who fall within the definition of “investment professionals” in Article 19(5) of the UK Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (“the Order”); or (ii) “high net worth entities” as referred to in Article 49(2)(a)-(d) of the Order (all such persons are collectively referred to as “relevant persons”). An investment or investment activity to which this notice relates is available in the UK only to relevant persons and will be undertaken only with relevant persons. Persons who are not relevant persons should not take any action based on this document, nor act or rely on it.

This press release neither identifies nor purports to identify risks (direct or indirect) that may be associated with an investment in new shares. An investment decision to acquire or subscribe for new shares in the Company may only be made on the basis of publicly available information, which has not been verified by OXE Marine’s financial advisers. The Company’s financial advisers are acting on behalf of the Company in connection with the transaction and not on behalf of any other party. The Company’s financial advisers are not liable to any other party for providing the protection afforded to their clients or for providing advice in connection with the transaction or in relation to any other matter mentioned herein.

Forward-looking statements
This press release contains forward-looking statements relating to the Company’s intentions, assessments or expectations regarding the Company’s future results, financial position, liquidity, development, prospects, expected growth, strategies and opportunities, as well as the markets in which the Company operates. Forward-looking statements are statements that do not relate to historical facts and can be identified by the use of terms such as “believes”, “expects”, “anticipates”, “intends”, “estimates”, “will”, “may”, “assume”, “should”, “could” and, in each case, the negations thereof, or similar expressions. The forward-looking statements in this press release are based on various assumptions, which in several cases are based on further assumptions. Although the Company believes that the assumptions reflected in these forward-looking statements are reasonable, there can be no guarantee that they will materialise or that they are correct. As these assumptions are based on estimates and are subject to risks and uncertainties, the actual results or outcomes may, for a variety of reasons, differ materially from those indicated in the forward-looking statements. Such risks, uncertainties, contingencies and other material factors may cause actual events to differ materially from the expectations expressly or implicitly set out in this press release through the forward-looking statements. The Company does not guarantee that the assumptions underlying the forward-looking statements in this press release are correct, and readers of the press release should not unduly rely on the forward-looking statements contained herein. The information, views and forward-looking statements expressly or implicitly contained herein are provided only as of the date of this press release and are subject to change. Neither the Company nor any other party undertakes to review, update, confirm or publicly announce any revision of any forward-looking statement to reflect events that occur or circumstances that arise regarding the content of this press release, unless required by law or the rules of Nasdaq First North Stockholm.

Information for distributors
Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended (“MiFID II”); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together, the “MiFID II Product Governance Requirements”), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any “manufacturer” (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the shares in OXE Marine have been subject to a product approval process, which has determined that such shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the “Target Market Assessment”). Notwithstanding the Target Market Assessment, Distributors should note that: the price of the shares in OXE Marine may decline and investors could lose all or part of their investment; the shares in OXE Marine offer no guaranteed income and no capital protection; and an investment in the shares in OXE Marine is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Directed Share Issues.

For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the shares in OXE Marine.

Each distributor is responsible for undertaking its own target market assessment in respect of the shares in OXE Marine and determining appropriate distribution channels.

Attachments
OXE Marine announces outcome of directed share issues – the company has successfully raised SEK 60.0 million

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