Dovre

Dovre Group Plc’s Extraordinary General Meeting held today on November 25, 2025, decided on the matters set out in sections 6, 7 and 8 of the notice to the Extraordinary General Meeting as follows:
 
Change in the Articles of Association

The Extraordinary General Meeting decided, in accordance with the Board’s proposal, to change Article 3 § of the Articles of Association of the Company concerning the line of business is amended to read as follows:

3 § Field of business
 
The company develops, designs, constructs and maintains solutions related to the production and storage of renewable energy and provides customers with comprehensive services in the implementation of energy sector projects.

The company may own and operate factories, construction firms and project development companies engaged in industrial and energy sector business.

In addition, the company may develop, market and sell software and consulting services related to project management, enterprise resource planning and virtual and augmented reality.

The company may produce and sell administrative and support services to its group companies and other businesses, as well as engage in securities trading and own shares, holdings, and real estate of other companies.

The company may also engage in intra-group financing activities, including equity and debt-based financing.
 
Number of the members of the Board of Directors and election of the members

The Extraordinary General Meeting resolved that the number of members of the Board of Directors shall be three (3). Ilari Koskelo was re-elected to the Board of Directors, and Aaron Michelin and Kalervo Rötsä were elected as new members of the Board.
 
Authorizing the Board of Directors to decide on the issuance of shares as well as the issuance of other special rights entitling to shares

Board of Directors was authorized to resolve on

(i) the issuance of new shares and/or
(ii) the conveyance of the Company’s own shares and/or
(iii) the granting of special rights referred to in Chapter 10, Section 1 of the Finnish Companies Act, on the following conditions:

By virtue of the authorization, the Board may also decide on a directed issue of shares and special rights, i.e. in deviation of the pre-emptive subscription rights of the shareholders, under the requirements of the law. By virtue of authorization, a maximum of 400,000,000 shares may be issued.

The Board may use the authorization in one or more instalments. The Board may use the authorization to strengthen the Company’s and its group companies’ capital structure, to finance or conclude acquisitions or other arrangements, for issuance of convertible loan or loans or for other purposes decided by the Board. The new shares may be issued or the Company’s own shares conveyed either against payment or without consideration. The new shares may also be issued as an issue without payment to the Company itself. The Board is authorized to decide on other terms of the issuance of shares and special rights. By virtue of authorization, the Board of Directors may decide on the realization of the Company’s own shares possibly held by the Company as pledge.

The Board of Directors' proposal was further supplemented with the following sentence: “When using the authorization, the position of existing shareholders must be safeguarded.”

The authorization is valid until December 31, 2026. The authorization revokes earlier authorizations to issue shares and grant option rights and other special rights entitling to shares.

The minutes of the Extraordinary General Meeting will be available on the Company’s website at www.dovregroup.com within 14 days as of the date of Extraordinary General Meeting.

Organising meeting of the Board of Directors

Convening after the Extraordinary General Meeting, the Board of Directors of Dovre Group Plc elected Kalervo Rötsä Chairman of the Board and Aaron Michelin Vice Chairman of the Board.

In Dovre Group Plc’s directed share issue (stock exchange release 4 September 2025), the 1,790,297 new shares subscribed for have been admitted to trading on the main list of Nasdaq Helsinki Ltd, on November 20, 2025. The trading code is DOV1V.
 
The new shares confer equal rights with the company’s existing shares as of the registration date.
 
Following the registration of the new shares, the total number of shares in the company is 107,746,791.

Suvic Oy’s statutory change negotiations, initiated on October 20, 2025 on financial and production-related grounds, were concluded on November 9. After the negotiations ended, the employer withdrew to consider its final decisions.

As a result of the negotiations, Suvic Oy will terminate the employment of up to 14 employees. In addition, the employer is considering the temporary layoff of 2 employees. Changes will also be implemented in the job descriptions of 3–5 employees.

The aim of the negotiations has been to ensure the company’s profitability and to adjust staffing levels and competencies to the changed work situation. The initial estimate of the required reductions was approximately 20 full-time equivalents, affecting salaried employees. The employer also initially assessed that reorganising the job descriptions of 13 employees would be necessary. These measures were further specified during the negotiation process.

Together with other cost efficiency initiatives, the implemented measures are expected to generate annual cost savings of approximately EUR 1 million for the company, from 2026 onwards. 

Dovre Group Plc has appointed Suvic CEO Markku Taskinen as a new member of the group’s executive team.

As communicated on November 7, 2025, Sanna Outa-Ollila will step down from Acting CEO position on November 21. Outa-Ollila continues as an executive team member in the role of Director, Operations.

Starting on November 22, the executive team will consist of Markku Taskinen, Sanna Outa-Ollila and Timo Saarinen, the Interim CFO and Acting CEO of Dovre Group.

The new composition of the executive team will be updated on the company’s website by Monday, November 24, 2025.

The joint objective is to shorten time-to-market and increase cost efficiency in construction projects through a streamlined sourcing process and an efficient, collaborative project model – creating a clear win-win for both parties. The LoI therefore marks a new phase in the partnership, built on trust and successful ongoing projects. 

The companies are currently working together on Alight’s 100 MWp solar park project in Eurajoki, where Suvic began construction in spring 2025. At the site, progress is steady, with all major work phases underway, including mounting structure and panel installations. The project continues to advance smoothly thanks to strong cooperation and effective coordination between the teams and is set to be commissioned in summer 2026. 

Alight has expressed its satisfaction with Suvic’s expertise and track record in large-scale industrial solar projects, particularly in Type D sites with a rated capacity above 30 MW. The high safety standards achieved on-site have also been recognised as a key success factor. 

“We are very pleased with Suvic’s professionalism and strong technical capability in industrial-scale solar construction. Their consistent focus on safety and quality gives us confidence as we continue building renewable power together. Alight are developing over 600 MW of utility-scale solar in Finland, and we look forward to a long-term and successful partnership across future projects,” says Mia Engnes, Head of Procurement & Construction at Alight.

“We sincerely thank Alight for their trust and excellent cooperation at the Eurajoki solar park. The project is progressing well, and alongside the ongoing work we are already planning our next steps together. Collaboration has become increasingly seamless as both teams have learned each other’s ways of working. The client knows what to expect – and our motivation to deliver remains high,” says Markku Taskinen, CEO of Suvic Oy. 

Suvic currently employs around 130 professionals through its subsidiary Suvic Force. Drawing on experience from multiple large-scale solar park projects in Finland, Suvic Force has developed robust operational models, standardized work processes, and a proven capacity to mobilize and manage skilled project teams. The organisation continues to demonstrate its ability to execute demanding renewable-energy projects safely, efficiently, and at scale. 

Dovre Group Plc announces that the 1,790,297 new shares subscribed for in the directed share issue, as resolved by the company’s Board of Directors, have been registered with the Trade Register on 17 November 2025. Following the registration of the new shares, the total number of shares in the company is 107,746,791.
 
The new shares confer shareholder rights as of the registration date and are expected to be admitted to trading on the Nasdaq Helsinki Ltd stock exchange on or about 20 November 2025.

The corrected release in its entirety:

Dear Shareholders,

This autumn has been exceptionally intense for the company, requiring extensive analysis from both the Board and the management. Our goal has been to form the most accurate and realistic view of the company’s current situation and future options.

We have refined our strategy and identified new opportunities in the market. However, due to previously reported loss-making projects, strengthening the company’s financial position is a prerequisite for taking advantage of these opportunities.

The company is currently preparing a financing solution, and in this general meeting, we are seeking authorization to support its implementation, as described in more detail in the meeting invitation. In addition, we propose changes to the composition of the Board to best meet the needs of the company’s next phase of development.

Respectfully,
The Board of Directors

NOTICE TO THE EXTRAORDINARY GENERAL MEETING OF DOVRE GROUP PLC

Notice is given to the shareholders of Dovre Group Plc (“Dovre” or the “Company”) to the Extraordinary General Meeting (“EGM”) to be held on Tuesday, November 25, 2025, at 10:00 a.m. at Dovre headquarters, address Ahventie 4, 02170 Espoo. The reception of the people who have registered for the meeting and the distribution of voting tickets will commence at 9:30 a.m. at the meeting venue.   

A. MATTERS ON THE AGENDA OF THE EXTRAORDINARY GENERAL MEETING

At the EGM, the following matters will be considered:

1. Opening of the meeting

2. Calling the meeting to order

3. Election of persons to scrutinize the minutes and to verify the counting of votes

4. Recording the legality of the meeting

5. Recording the attendance at the meeting and adoption of the voting list

6. Change in the Articles of Association

Board of Directors proposes to the EGM that Article 3 § of the Articles of Association of the Company concerning the line of business is amended to read as follows:

3 § Object

The company develops, designs, constructs and maintains solutions related to the production and storage of renewable energy and provides customers with comprehensive services in the implementation of energy sector projects.

The company may own and operate factories, construction firms and project development companies engaged in industrial and energy sector business.

In addition, the company may develop, market and sell software and consulting services related to project management, enterprise resource planning and virtual and augmented reality.

The company may produce and sell administrative and support services to its group companies and other businesses, as well as engage in securities trading and own shares, holdings, and real estate of other companies.

The company may also engage in intra-group financing activities, including equity and debt-based financing.

7. Number of the members of the Board of Directors and election of the members

The Board of Directors proposes to the EGM that three or four members be elected as the members of the Board of Directors and that current member of the Board, Ilari Koskelo, be re-elected as a member of the Board and that Aaron Michelin and Kalervo Rötsä are elected as new members of the Board. In addition, the Board of Directors proposes to the EGM that should a suitable candidate be found, fourth member be elected to the Board. The potential fourth member candidate will be presented at the EGM.

Additional information on the board member candidates and their independence will be available on the Company’s website at https://www.dovregroup.com/investors/corporate-governance/ on November 11, 2025, the latest.

According to the proposal by the Board of Directors, the Board would not include representatives of both genders, as, for the time being, suitable candidates for the position have not been found despite efforts to identify them. The Company still aims to achieve equal representation of women and men in the next Annual General Meeting when electing the Board.

8. Authorizing the Board of Directors to decide on the issuance of shares as well as the issuance of other special rights entitling to shares

The Board of Directors proposes to the EGM that the Board of Directors be authorized to resolve on
(i) the issuance of new shares and/or
(ii) the conveyance of the Company’s own shares and/or
(iii) the granting of special rights referred to in Chapter 10, Section 1 of the Finnish Companies Act, on the following conditions:

By virtue of the authorization, the Board may also decide on a directed issue of shares and special rights, i.e. in deviation of the pre-emptive subscription rights of the shareholders, under the requirements of the law. By virtue of authorization, a maximum of 400,000,000 shares may be issued.

The Board may use the authorization in one or more instalments. The Board may use the authorization to strengthen the Company’s and its group companies’ capital structure, to finance or conclude acquisitions or other arrangements, for issuance of convertible loan or loans or for other purposes decided by the Board. The new shares may be issued or the Company’s own shares conveyed either against payment or without consideration. The new shares may also be issued as an issue without payment to the Company itself. The Board is authorized to decide on other terms of the issuance of shares and special rights. By virtue of authorization, the Board of Directors may decide on the realization of the Company’s own shares possibly held by the Company as pledge.

The authorization is valid until December 31, 2026. The authorization revokes earlier authorizations to issue shares and grant option rights and other special rights entitling to shares.

9. Closing of the meeting

B. DOCUMENTS OF THE EXTRAORDINARY GENERAL MEETING

Proposals of the Board of Directors, the stock exchange release concerning the transaction as well as this notice are available on the Company’s website www.dovregroup.com. The proposals of the Board of Directors are also available at the EGM. Copies of these documents and of this notice will be sent to shareholders upon request.

C. INSTRUCTIONS FOR THE PARTICIPANTS IN THE EXTRAORDINARY GENERAL MEETING

1. Shareholder registered in the shareholders’ register

A shareholder who is registered in the shareholders’ register of the Company maintained by Euroclear Finland Ltd, on the record date November 13, 2025, has the right to participate the EGM. A shareholder, whose shares are registered on his/her personal Finnish book-entry account, is registered in the shareholder register of the Company.

The registration period for the EGM commences on November 4, 2025, at 12:00 p.m.. A shareholder, who is registered in the shareholder register of the Company and who wants to participate in the EGM, must register no later than on November 21, 2025, 10:00 a.m., by which time the registration must be received.

Registration for the EGM can be made:

1. by a link available on Dovre Group Plc’s website at
   https://www.dovregroup.com/investors/releases-and-events/
2. by email to johanna.sahlstedt@dovregroup.com
3. by telephone to Dovre Group Plc / Johanna Sahlstedt, tel. +358 44 339 5508.

In connection with the registration, a shareholder shall notify his/her name, personal identification number or business ID, address, telephone number, and the name of a possible assistant or proxy representative and the personal identification number of a proxy representative. The personal data given to Dovre Group Plc is used only in connection with the EGM and with the processing of related necessary registrations.

2. Holders of nominee registered shares
 
A holder of nominee registered shares has the right to participate in the EGM by virtue of such shares, based on which he/she would be entitled to be registered in the shareholder register of the Company maintained by Euroclear Finland Ltd on the record date of the EGM on November 13, 2025. The right to participate requires, in addition, that the shareholder has, on the basis of such shares, been registered into the temporary shareholder register maintained by Euroclear Finland Oy at the latest by November 20, 2025, by 10:00 a.m. In regard to nominee registered shares this constitutes due registration for the EGM. Changes in shareholding after the record date of the EGM do not affect the right to participate in the EGM or the number of votes of the shareholder.
 
A holder of nominee registered shares is advised to request without delay necessary instructions regarding the registration in the temporary shareholder register of the Company, the issuing of proxy documents and registration for the EGM from his/her custodian bank. The account management organization of the custodian bank has to register a holder of nominee registered shares, who wants to participate in the EGM, into the temporary shareholder register of the Company at the latest by November 20, 2025, by 10:00 a.m.

3. Proxy representative and powers of attorney

A shareholder may participate in the EGM and exercise his/her rights at the meeting through a proxy representative. A proxy representative shall produce a duly dated proxy document or otherwise in a reliable manner demonstrate his/her right to represent the shareholder at the EGM. When a shareholder participates in the EGM by means of several proxy representatives representing the shareholder with shares at different securities accounts, the shares by which each proxy representative represents the shareholder shall be identified in connection with the registration for the EGM.

Any proxy documents should be delivered in original to Dovre Group Plc/Johanna Sahlstedt, Ahventie 4 B, 02170 Espoo, Finland, or as a scanned copy by email to johanna.sahlstedt@dovregroup.com by the last date of registration. In addition to the delivery of the proxy documents the shareholder or the proxy representative shall register for the EGM as described in this notice.

4. Other information

Pursuant to Chapter 5, Section 25 of the Companies Act, a shareholder who is present at the EGM has the right to request information with respect to the matters to be considered at the meeting.

On the date of this notice, the total number of shares and votes in Dovre Group Plc is 105,956,494.

Espoo, November 3, 2025

Dovre Group Plc
Board of Directors

For further information please contact member of the Board of Directors Ilari Koskelo,
tel. +358 40 510 8408.

According to the agreement, the remaining shares of Suvic Oy (49% of all shares) have now been transferred to Dovre Group Plc.

Following the completion of the transaction, Dovre Group Plc holds 100 percent of the shares in Suvic Oy.

“We are pleased that the arrangement was completed in line with our original plan, albeit with a few weeks’ delay during which we prepared the ongoing financing solution. The arrangement clarifies the Group’s structure and supports the determined implementation of our strategy. We continue to focus on renewable energy projects, where Suvic has strong sales prospects, particularly in BESS projects,” says Ville Vuori, Chairman of the Board of Dovre Group.

Dovre Group Plc will disclose the following financial information in 2026:

• Financial Statements review 2025 on Thursday, February 26, 2026
• Trading statement January-March 2026 on Wednesday, April 29, 2026
• Half-year financial report January-June 2026 on Thursday, August 20, 2026
• Trading statement January-September 2026 on Thursday, October 29, 2026

Dovre Group’s Financial Statements 2025 and Annual Report 2025 will be published online at the latest during the week beginning March 23, 2026.

The company’s Annual General Meeting is planned to be held on Wednesday, April 15, 2026. Dovre Group’s Board of Directors will summon the meeting later.

Dovre Group Plc observes a-three-week silent period prior to the release of the above-mentioned financial reports. The company does not comment on its financial situation development or meet with investment analysts or other members of the investment community during this period.

Dovre Group’s financial information is released as stock exchange bulletins in Finnish and English and is available online at www.dovregroup.com.

Acting CEO of Dovre Group Plc, Sanna Outa-Ollila, has handed in her resignation to the Board of Directors of Dovre today, November 7, 2025. Outa-Ollila has held the position of Acting CEO since December 17, 2024.

Outa-Ollila’s last day in the position will be November 21, 2025. Dovre Group’s board has appointed Interim CFO Timo Saarinen as Acting CEO from November 22, 2025. Saarinen also continues as Interim CFO. Outa-Ollila and the Board of Directors have agreed on a flexible transition and hand-over, during which she will also support the Group’s management and board in strategically important ongoing processes.

”I would like to extend a warm thank you to Sanna for her time and contribution at Dovre. She took over the Acting CEO role amid significant changes and has led the company steadily and purposefully. To ensure continuity, Sanna will stay on as a consultant supporting the operative management of the company, so our cooperation continues”, says Ville Vuori, chairman of the board of Dovre Group. ”As Interim CFO, Timo is already thoroughly familiar with the group, which positions him well for also stepping in as Acting CEO with a short lead time”, Vuori continues.

”My resignation is due to personal reasons, and I am committed to continue supporting the management of the company to my best ability as needed. I will do my best to ensure a smooth and controlled hand-over of duties”, Sanna Outa-Ollila explains.

Dear Shareholders,

This autumn has been exceptionally intense for the company, requiring extensive analysis from both the Board and the management. Our goal has been to form the most accurate and realistic view of the company’s current situation and future options.

We have refined our strategy and identified new opportunities in the market. However, due to previously reported loss-making projects, strengthening the company’s financial position is a prerequisite for taking advantage of these opportunities.

The company is currently preparing a financing solution, and in this general meeting, we are seeking authorization to support its implementation, as described in more detail in the meeting invitation. In addition, we propose changes to the composition of the Board to best meet the needs of the company’s next phase of development.

Respectfully,
The Board of Directors

NOTICE TO THE EXTRAORDINARY GENERAL MEETING OF DOVRE GROUP PLC

Notice is given to the shareholders of Dovre Group Plc (“Dovre” or the “Company”) to the Extraordinary General Meeting (“EGM”) to be held on Tuesday, November 25, 2025, at 10:00 a.m. at Dovre headquarters, address Ahventie 4, 02170 Espoo. The reception of the people who have registered for the meeting and the distribution of voting tickets will commence at 9:30 a.m. at the meeting venue.   

A. MATTERS ON THE AGENDA OF THE EXTRAORDINARY GENERAL MEETING

At the EGM, the following matters will be considered:

1. Opening of the meeting

2. Calling the meeting to order

3. Election of persons to scrutinize the minutes and to verify the counting of votes

4. Recording the legality of the meeting

5. Recording the attendance at the meeting and adoption of the voting list

6. Change in the Articles of Association

Board of Directors proposes to the EGM that Article 3 § of the Articles of Association of the Company concerning the line of business is amended to read as follows:

3 § Object

The company develops, designs, constructs and maintains solutions related to the production and storage of renewable energy and provides customers with comprehensive services in the implementation of energy sector projects.

The company may own and operate factories, construction firms and project development companies engaged in industrial and energy sector business.

In addition, the company may develop, market and sell software and consulting services related to project management, enterprise resource planning and virtual and augmented reality.

The company may produce and sell administrative and support services to its group companies and other businesses, as well as engage in securities trading and own shares, holdings, and real estate of other companies.

The company may also engage in intra-group financing activities, including equity and debt-based financing.

7. Number of the members of the Board of Directors and election of the members

The Board of Directors proposes to the EGM that three or four members be elected as the members of the Board of Directors and that current member of the Board, Ilari Koskelo, be re-elected as a member of the Board and that Aaron Michelin and Kalervo Rötsä are elected as new members of the Board. In addition, the Board of Directors proposes to the EGM that should a suitable candidate be found, fourth member be elected to the Board. The potential fourth member candidate will be presented at the EGM.

Additional information on the board member candidates and their independence will be available on the Company’s website at https://www.dovregroup.com/investors/corporate-governance/ on November 11, 2025, the latest.

According to the proposal by the Board of Directors, the Board would not include representatives of both genders, as, for the time being, suitable candidates for the position have not been found despite efforts to identify them. The Company still aims to achieve equal representation of women and men in the next Annual General Meeting when electing the Board.

8. Authorizing the Board of Directors to decide on the issuance of shares as well as the issuance of other special rights entitling to shares

The Board of Directors proposes to the EGM that the Board of Directors be authorized to resolve on
(i) the issuance of new shares and/or
(ii) the conveyance of the Company’s own shares and/or
(iii) the granting of special rights referred to in Chapter 10, Section 1 of the Finnish Companies Act, on the following conditions:

By virtue of the authorization, the Board may also decide on a directed issue of shares and special rights, i.e. in deviation of the pre-emptive subscription rights of the shareholders, under the requirements of the law. By virtue of authorization, a maximum of 400,000,000 shares may be issued.

The Board may use the authorization in one or more instalments. The Board may use the authorization to strengthen the Company’s and its group companies’ capital structure, to finance or conclude acquisitions or other arrangements, for issuance of convertible loan or loans or for other purposes decided by the Board. The new shares may be issued or the Company’s own shares conveyed either against payment or without consideration. The new shares may also be issued as an issue without payment to the Company itself. The Board is authorized to decide on other terms of the issuance of shares and special rights. By virtue of authorization, the Board of Directors may decide on the realization of the Company’s own shares possibly held by the Company as pledge.

The authorization is valid until December 31, 2026. The authorization revokes earlier authorizations to issue shares and grant option rights and other special rights entitling to shares.

9. Closing of the meeting

B. DOCUMENTS OF THE EXTRAORDINARY GENERAL MEETING

Proposals of the Board of Directors, the stock exchange release concerning the transaction as well as this notice are available on the Company’s website www.dovregroup.com. The proposals of the Board of Directors are also available at the EGM. Copies of these documents and of this notice will be sent to shareholders upon request.

C. INSTRUCTIONS FOR THE PARTICIPANTS IN THE EXTRAORDINARY GENERAL MEETING

1. Shareholder registered in the shareholders’ register

A shareholder who is registered in the shareholders’ register of the Company maintained by Euroclear Finland Ltd, on the record date November 13, 2025, has the right to participate the EGM. A shareholder, whose shares are registered on his/her personal Finnish book-entry account, is registered in the shareholder register of the Company.

The registration period for the EGM commences on November 4, 2025, at 12:00 p.m.. A shareholder, who is registered in the shareholder register of the Company and who wants to participate in the EGM, must register no later than on November 21, 2025, 10:00 a.m., by which time the registration must be received.

Registration for the EGM can be made:

1. by a link available on Dovre Group Plc’s website at
   https://www.dovregroup.com/investors/releases-and-events/
2. by email to johanna.sahlstedt@dovregroup.com
3. by telephone to Dovre Group Plc / Johanna Sahlstedt, tel. +358 44 339 5508.

In connection with the registration, a shareholder shall notify his/her name, personal identification number or business ID, address, telephone number, and the name of a possible assistant or proxy representative and the personal identification number of a proxy representative. The personal data given to Dovre Group Plc is used only in connection with the EGM and with the processing of related necessary registrations.

2. Holders of nominee registered shares

A holder of nominee registered shares has the right to participate in the EGM by virtue of such shares, based on which he/she would be entitled to be registered in the shareholder register of the Company maintained by Euroclear Finland Ltd on the record date of the EGM on November 13, 2025. The right to participate requires, in addition, that the shareholder has, on the basis of such shares, been registered into the temporary shareholder register maintained by Euroclear Finland Oy at the latest by November 21, 2025, by 10:00 a.m. In regard to nominee registered shares this constitutes due registration for the EGM. Changes in shareholding after the record date of the EGM do not affect the right to participate in the EGM or the number of votes of the shareholder.

A holder of nominee registered shares is advised to request without delay necessary instructions regarding the registration in the temporary shareholder register of the Company, the issuing of proxy documents and registration for the EGM from his/her custodian bank. The account management organization of the custodian bank has to register a holder of nominee registered shares, who wants to participate in the EGM, into the temporary shareholder register of the Company at the latest by November 21, 2025, by 10:00 a.m.

3. Proxy representative and powers of attorney

A shareholder may participate in the EGM and exercise his/her rights at the meeting through a proxy representative. A proxy representative shall produce a duly dated proxy document or otherwise in a reliable manner demonstrate his/her right to represent the shareholder at the EGM. When a shareholder participates in the EGM by means of several proxy representatives representing the shareholder with shares at different securities accounts, the shares by which each proxy representative represents the shareholder shall be identified in connection with the registration for the EGM.

Any proxy documents should be delivered in original to Dovre Group Plc/Johanna Sahlstedt, Ahventie 4 B, 02170 Espoo, Finland, or as a scanned copy by email to johanna.sahlstedt@dovregroup.com by the last date of registration. In addition to the delivery of the proxy documents the shareholder or the proxy representative shall register for the EGM as described in this notice.

4. Other information

Pursuant to Chapter 5, Section 25 of the Companies Act, a shareholder who is present at the EGM has the right to request information with respect to the matters to be considered at the meeting.

On the date of this notice, the total number of shares and votes in Dovre Group Plc is 105,956,494.

Espoo, November 3, 2025

Dovre Group Plc
Board of Directors

For further information please contact member of the Board of Directors Ilari Koskelo,
tel. +358 40 510 8408.

Dovre Group Plc issues today a trading statement for the three months ended on September 30, 2025. The figures presented in this trading statement are not audited. Last year’s corresponding period in parentheses. The comparative figures for the income statement and personnel are adjusted and do not include information on the divested Project Personnel and Norwegian Consulting businesses.
 
July–September 2025

• Net sales decreased 9.8% to EUR 32.3 (35.8) million
  • Renewable Energy: Net sales EUR 31.9 (35.3) million – decrease of 9.5%
  • Consulting: Net sales EUR 0.3 (0.5) million – decrease of 28.4%
• EBITDA EUR 8.4 million negative (1.4 million positive)
• Operating profit EUR 8.7 million negative (1.2 million positive)
• Profit before tax EUR 9.6 million negative (1.0 million positive)
• Earnings for the shareholders of the parent company total EUR 4.9 million negative (1.2 million positive)
  • Continued operations EUR 5.1 million negative (0.3 million positive)
  • Discontinued operations EUR 0.2 (0.9) million
• Earnings per share were EUR 0.0462 negative (0.0113 positive)
  • Continued operations EUR 0.0482 negative (0.0030 positive)
  • Discontinued operations EUR 0.0020 (0.0083)
• Net cash flow from operating activities was EUR 5.9 (1.9) million

January–September 2025

• Net sales decreased by 19.1% to EUR 58.5 (72.4) million.
  • Renewable Energy: Net sales EUR 57.3 (70.9) million – a decrease of 19.2%
  • Consulting: Net sales EUR 1.3 (1.5) million – a decrease of 14.5%
• EBITDA was EUR 21.6 million negative (0.1 million positive)
• Operating Result was EUR 22.4 (0.7) million negative
• Profit before tax was EUR 24.0 (1.4) million negative
• Earnings for the shareholders of the parent company were EUR 5.0 (0.2) million negative
  • Continued operations EUR 13.0 (2.8) million negative
  • Discontinued operations EUR 8.0 (2.6) million
• Earnings per share were EUR 0.0470 (0.0017) negative
  • Continued operations EUR 0.1228 (0.0260) negative
  • Discontinued operations EUR 0.0758 (0.0243)
• Net cash flow from operating activities was EUR 0.1 (1.6) million

Outlook for 2025 unchanged (issued on 9 October 2025):  
Dovre Group’s net sales in 2025 are expected to decline in comparison to year 2024. The Group's Operating Result is expected to decline in comparison to the year 2024. 

SANNA OUTA-OLLILA, ACTING CEO:

Challenges particularly in the Swedish Renewable Energy projects have persisted during the review period. On October 9, 2025, we announced additional losses to be booked within the third quarter, and a lowered guidance for the year 2025. A significant margin erosion of a Finnish Renewable Energy project was also booked; however, the project is not expected to be loss-making. The outlook was also impacted by a considerable reservation for the possible negative results from open disputes that are expected to be resolved in 2026 or later.

During the development of analysis and reporting practices, the past transparency of Suvic’s financials has been found insufficient. As a result, issues in business operations have been gradually uncovered since the end of 2024, and reliable visibility into the financial result has been achieved during late summer 2025. The root causes of the weak financial performance have been identified as underestimated project costs, inadequate project management capabilities, and insufficient forward-looking reporting practices.

The company has implemented several key changes in Suvic’s management, finance function and project management, some of which during the review period. Markku Taskinen, an experienced leader in the construction business, started as Suvic’s new CEO in August. In September, Timo Saarinen – a seasoned transformation CFO – joined the company as Interim Group CFO. Strengthened leadership and improvements to the company’s financial transparency and project reporting processes have enabled Dovre to maintain accurate visibility over Suvic’s operations.

The company continues to implement corrective actions to improve profitability, organization and operating models.

In connection with the profit warning issued in October, Dovre forecasted its financing situation to become challenging in early 2026 without cash inflow from new projects or other sources. The extensive cost overruns in the Renewable Energy projects have also impact on the parent company’s liquidity. The adequacy of cash after year end will depend on the timing and magnitude of positive cash flows from new project sales or other sources of financing. Although the sales outlook remains encouraging, particularly in relation to BESS projects, the communicated liquidity risks have intensified competitive pressures. Dovre’s board of directors considers successful project sales as a prerequisite for the continuation of operations and offers its active support to Suvic’s sales efforts.

Earlier today we also communicated about a group-wide structural evaluation, aiming towards a strategically focused allocation of resources into profitable Renewable Energy business operations. The program is expected to result in the divestment or discontinuation of non-profitable or non-strategic operations.

NET SALES 

In Q3, Dovre Group’s net sales decreased by 9.8% to EUR 32.3 (35.8) million.

Renewable Energy accounted for 99 (99) % and Consulting for 1 (1) % of the Group’s net sales.

OPERATING MARGIN (EBITDA) AND OPERATING RESULT (EBIT)

The Group’s Operating Margin (EBITDA) in Q3 decreased to EUR 8.4 million negative (1.4 million positive). The Group’s Operating Result (EBIT) decreased to EUR 8.7 million negative (1.2 million positive). Renewable Energy’s Operating Result was EUR 8.6 negative (1.3 million positive), and Consulting’s Operating Result was EUR 0.1 (0.1) million. The Operating Result of the Group’s Other functions was EUR 0.1 (0.2) million negative.

PERSONNEL

In Q3 2025, the average number of employees increased by 50.8% year-on-year. During January–September, Dovre Group employed an average of 261 people (121). The average number of employees in comparison to the previous year increased due to organic growth of the Renewable Energy business area, particularly in the assembly personnel for solar park projects.

On September 30, 2025, Dovre Group employed 290 (201) people, 273 (184) by Renewable Energy, 14 (14) by Consulting, and 3 (3) by other functions. 

CASH POSITION 

On September 30, 2025, the Group’s net debt was EUR 17.5 million negative (3.0 million positive). The Group’s cash and cash equivalents totaled EUR 20.2 (7.2) million. The amount of cash and cash equivalents was exceptionally high as some sales invoices materialized at the end of the reporting period. The Group’s interest-bearing liabilities were EUR 2.7 (10.2) million, a total of EUR 0.8 (6.7) million, of which were current and EUR 1.9 (3.5) million non-current. 
  
In January-September, net cash flow from operating activities totaled EUR 0.1 (1.6) million, which includes EUR 23.0 (3.3) million net effect due to a change in net working capital.

In Espoo, October 29, 2025
 
DOVRE GROUP PLC
BOARD OF DIRECTORS

The company is sharpening its strategy as a renewable energy operator and seeking solutions for the divestment or other arrangements of non-core or unprofitable business units. The strategic review covers the entire Group. 

“The review concerns the whole Group and, among the business units, primarily Suvic AB, Proha and eSite. Suvic’s operations in Sweden have been loss-making, while Proha and eSite are not part of Dovre’s core business,” says Ville Vuori, Chairman of the Board of Directors of Dovre Group Plc. “At the heart of everything, however, is successful sales – no structural arrangement alone will solve the situation without profitable sales. Success requires that we win new projects and execute them efficiently and with high quality,” Vuori continues. 

The aim of the broad transformation program is to ensure the proper sizing and allocation of the Group’s resources in a profitable way to its strategic business areas – above all, renewable energy construction and battery energy storage system (BESS) solutions. 

“These measures are also a reaction to changes in the renewable energy construction market,” says Sanna Outa-Ollila, Acting CEO of Dovre Group Plc. “Wind farm construction has recently slowed down, and several anticipated solar park projects have not reached their planned starting phase. It is therefore important to prepare for a shift in focus, at least in the short term, towards energy storage solutions, while ensuring that we maintain our competitiveness in other green transition projects.” 

The measures will commence immediately, and the process will proceed under the direction of the Board of Directors. Updates on the progress and decisions based on the evaluation process will be announced separately. 

Suvic Oy employs approximately 110 people, of whom 86 work in salaried positions. The preliminary estimate is that the potential reduction need corresponds to approximately 20 person-years. In addition, the restructuring of job descriptions for 13 employees will be discussed. The final scope and focus of the potential changes will be specified during the course of the negotiations.

The change negotiations will begin on 20 October 2025 and will be conducted in accordance with the Finnish Act on Co-operation within Undertakings. The negotiations are expected to conclude by 9 November 2025, unless otherwise agreed during the process. The outcome of the negotiations will be announced after they have been completed. Any resulting measures will be implemented by the end of 2025.

“It is unfortunate that we find ourselves in this situation, but these are necessary measures to respond to the changed market conditions and the shifts in the focus of our business areas. We will support our employees through the transition and ensure that the process is carried out responsibly and transparently,” says Markku Taskinen, CEO of Suvic Oy.

On September 4, 2025, Dovre Group Plc announced having signed an agreement with the three founding shareholders of Suvic Oy to acquire the remaining 49% of Suvic Oy’s shares. The transaction was expected to be completed during October 2025.

Earlier today, Dovre issued a profit warning announcing a weakened outlook.

The Board of Directors considers the new information to impact the operation of the company significantly, and has decided to halt the closing process, to re-evaluate the qualifications of the transaction.