Prospectus for Octave Intelligence plc published and registration statement effective

STOCKHOLM, May 12, 2026 /PRNewswire/ -- On 24 April 2026, the Annual General Meeting of Hexagon AB ("Hexagon") resolved to distribute all shares in its wholly-owned subsidiary Octave Intelligence plc ("Octave") to Hexagon's shareholders. Octave's Swedish depository receipts ("SDRs") will be listed on Nasdaq Stockholm and Octave's class B ordinary shares will be listed on the Nasdaq Stock Market in New York ("Nasdaq New York").

Octave has prepared a prospectus regarding the admission to trading on Nasdaq Stockholm of the company's SDRs that will each represent one (1) underlying class B ordinary share in Octave. The prospectus has been approved and registered by the Swedish Financial Supervisory Authority.

Octave has filed its Registration Statement on Form 10 and amendments thereto under the U.S. Securities Exchange Act of 1934 with the U.S. Securities and Exchange Commission regarding the listing of its class B ordinary shares on Nasdaq New York. The Registration Statement on Form 10 has become effective.

The prospectus and the registration statement are now available on the Hexagon and Octave websites, www.hexagon.com and www.octave.com.

The last day for trading in Series B shares in Hexagon including the right to receive Octave's shares or SDRs is 20 May 2026. The first day of trading in Series B shares in Hexagon excluding the right to receive Octave's shares or SDRs is 21 May 2026. The record date for the distribution is 22 May 2026.

The first day of trading in Octave's SDRs on Nasdaq Stockholm is expected to be 25 May 2026, and delivery of Octave's SDRs is expected to occur on 26 May 2026.

The first day of "when-issued" trading in Octave's class B ordinary shares on Nasdaq New York is expected to be 21 May 2026. The first day of regular-way trading in Octave's class B ordinary shares on Nasdaq New York is expected to be 28 May 2026.

Following the distribution, holders of SDRs may convert their SDRs into Octave class B ordinary shares. Information about such conversion is available on the Hexagon and Octave websites, www.hexagon.com and www.octave.com.

Expected timetable

Advisors

Morgan Stanley, Rothschild & Co and Skandinaviska Enskilda Banken AB (publ) are lead financial advisors to Hexagon and Octave in relation to the distribution and listings of Octave. Sullivan & Cromwell LLP, Mannheimer Swartling Advokatbyrå AB and Arthur Cox LLP are legal counsel to Hexagon and Octave as to U.S., Swedish and Irish law, respectively, in relation to the distribution and listings of Octave.

For more information, please contact: 

Hexagon:

Tom Hull, Head of Investor Relations, Hexagon AB, +44 7442 678 437, [email protected]

About Hexagon:

Hexagon is the global leader in measurement technologies. Our precision measurement, positioning, and autonomous solutions transform the world's most vital industries. From aerospace & defence, automotive, construction, general manufacturing, to mining and more, we provide the confidence that customers rely on to build, navigate, and innovate.

Hexagon (Nasdaq Stockholm: HEXA B) has approximately 24,800 employees in 50 countries and net sales of approximately 5.4bn EUR.

Learn more at hexagon.com. 

About Octave:

Octave provides mission-critical software that empowers organizations to make informed decisions across every stage of the asset lifecycle - Design, Build, Operate and Protect - where performance, safety, and reliability are non-negotiable and failure is not an option.

Turning complex operational data into actionable intelligence, Octave connects expertise, real-world conditions and enterprise-scale insight to improve performance, resilience and incident response where it matters most.

Octave has approximately 7,200 employees in 45 countries. Learn more at octave.com and follow us on LinkedIn.

Important information:

• This communication does not constitute an offer to exchange, sell or buy securities. There shall not be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
• This communication contains forward-looking statements, including with respect to the distribution, timing of regular way trading and other matters. When used in this communication, words such as "anticipate", "believe", "estimate", "expect", "intend", "plan", "project" and "will" are intended to identify forward-looking statements. They may involve risks and uncertainties, including technological advances, product demand and market acceptance, regulatory approvals or other requirements, the effect of economic conditions, the impact of competitive products and pricing, foreign currency exchange rates and other risks. These forward-looking statements reflect the views of Hexagon's management as of the date made with respect to future events and are subject to risks and uncertainties. All of these forward-looking statements are based on estimates and assumptions made by Hexagon's management and are believed to be reasonable, though are inherently uncertain and difficult to predict. Actual results or experience could differ materially from the forward-looking statements. Hexagon disclaims any intention or obligation to update these forward-looking statements. Forward-looking statements are not guarantees of future performance and the actual results of Hexagon's operations and the development of the markets and the industry in which Hexagon operates or other outcomes suggested by such forward-looking statements may differ materially from those described in, or suggested by, the forward-looking statements contained in this communication. 

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SOURCE Hexagon