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

en_PDMR