Recent Updates
Recently added Catalysts
ALVO

Alvotech Company Description, June 2022 Listing of shares on Nasdaq First North Iceland Table of Contents This Company Description 1 (hereafter referred to as Company Description ) has been prepared by Alvotech, a public

Key Takeaway: Table of Contents Alvotech Company Description, June 2022 Listing of shares on Nasdaq First North Iceland Table of Contents This Company Description1 (hereafter referred to as Company Description ) has been prepared by Alvotech, a public limited liability company (soci t anon

Full Press Release Details

Table of Contents

Alvotech Company Description, June 2022 Listing of shares on Nasdaq First North Iceland

Table of Contents

This Company Description1 (hereafter referred to as Company
Description ) has been prepared by Alvotech, a public limited liability company (soci t anonyme), incorporated and existing under the laws of the Grand Duchy of Luxembourg, having its registered office at 9, rue de
Bitbourg, L-1273 Luxembourg, Grand Duchy of Luxembourg, and registered with the Luxembourg Trade and Company Register (Registre de Commerce et des Soci t s, Luxembourg) under number
B258884, in Iceland the Company is registered with the Icelandic reg. no. 671221-9740 (hereafter referred to as the Company or TopCo ) in relation to a proposed listing of 243,649,505 common shares,
issued by the Company s, each share being in the nominal value of USD 0.01 (hereafter referred to as the Shares ) on the Nasdaq First North Growth Market (hereafter referred to as First North or
First North Iceland ).
The Shares are to be listed on First North Iceland at or around the same time as the Shares are being listed on
the Nasdaq Stock Market LLC ( Nasdaq US ). Prior to said listing there has been no public market for the Shares and the Company will not offer any shares to the public in an initial public offering prior to the listing of the Shares
on First North. Application has been made to list and admit all Shares to trading under the symbol ALVO .
This Company Description has been
prepared solely in connection with the listing of the Shares on First North Iceland and does not constitute a prospectus under Act, no. 14/2020, on prospectus for securities when offered to the public or admitted to trading on a regulated market,
nor Regulation (EU) 2017/1129 of the European Parliament and of the Council.
Certified Adviser to Alvotech in relation to its listing on First North Iceland
The date of this Company Description is 21 June 2022
Nasdaq First North disclaimer
Nasdaq First North Growth
Market is a registered SME growth market, in accordance with the Directive on Markets in Financial Instruments (EU 2014/65) as implemented in the national legislation of Iceland, Denmark, Finland and Sweden, operated by an exchange within the Nasdaq
Group. Issuers on Nasdaq First North Growth Market are not subject to all the same rules as issuers on a regulated main market, as defined in EU legislation (as implemented in national law). Instead, they are subject to a less extensive set of rules
and regulations adjusted to growth companies. The risk inherent with investing in an issuer on Nasdaq First North Growth Market may therefore be higher than investing in an issuer on the main market. The respective Nasdaq exchange approves the
application for admission to trading.
Notice to investors and prospective purchasers
The Shares to be settled on First North ( Shares in Iceland ) have not been registered under the U.S. Securities Act of 1933, as amended (the
Securities Act ) and may not be offered or sold in the United States or to U.S.

Table of Contents

persons2 unless the Shares in Iceland are registered under the Securities Act, or an exemption from the registration requirements of the
Securities Act is available. Transfer of the Shares in Iceland to Nasdaq US is therefore prohibited except in accordance with the provisions of Regulation S, pursuant to an effective registration statement under the Securities Act, or pursuant to an
available exemption from registration. See further section 4.2 Temporary restrictions on transfer of Shares in Iceland between First North Iceland and Nasdaq US and to U.S. persons .

Table of Contents

1. Important information to investors 4
1.1 Reasons for trading on First North 5
1.2 First North Iceland and Certified Adviser 5
1.3 Market making in Iceland 6
2. Taxation issues related to investors who are residents in Iceland for tax purposes 6
3. Icelandic securities market 7
3.1 Nasdaq Iceland hf. 7
3.1.1 Nasdaq Iceland regulated market 7
3.1.2 First North Iceland 8
3.2 Securities Depositories 8
3.3 Securities Registration 9
3.4 Trading in Securities on Nasdaq Iceland 9
3.5 Securities Market Regulation 10
4. Dual listing and settlement of the Shares between exchanges 11
4.1 Settlement of Shares between exchanges following the temporary restriction period 11
4.2 Temporary restrictions on transfer of Shares in Iceland to comply with the Securities Act 12
5. Liability statement of the board of directors 12
6. Liability statement of the Certified Adviser 13
7. Potential conflict of interest in relation to the listing on First North Iceland 13
8. Investor s examination and analysis 13
9. Required additional disclosure 13
10. The Registration Statement 16

Table of Contents

This Company Description does not constitute a prospectus under the Icelandic Act, no. 14/2020, on prospectus for securities when offered to the public or
admitted to trading on a regulated market, nor under Regulation (EU) 2017/1129 of the European Parliament and of the Council. The Company Description has been drawn up under the responsibility of the Company and has been reviewed by Nasdaq Iceland
hf., as the operator of First North Iceland.
The listing of the Shares on First North Iceland completes the following financing round by the Company,
which was twofold: (i) a merger between Oaktree Acquisition Corp. II, 333 South Grand Avenue, Los Angeles, CA 90071 ( OACB ), and (ii) a private placement where international and Icelandic investors have purchased
17,493,000 shares in the Company, at a subscription price of $10.00 per share, for aggregate gross proceeds of $174,930,000, of which Icelandic investors purchased 8,100,000 shares in the Company, at a subscription price of $10.00 per share, for
aggregate gross proceeds of $81,000,000.
Please note that this Company Description consists of the following two elements: a) required additional
disclosure beginning on page 19, which has been prepared in connection with the listing of the Shares on First North Iceland, and b) the Registration Statement on Form F-4, as amended from time to time, which
has been prepared in accordance with the rules and regulations of the U.S. Securities and Exchange Commission ( SEC ) and as filed with the SEC on 10 May 2022 pursuant to the Securities Act, which are annexed to this Company
Description (hereafter jointly referred to as the Registration Statement ). Both elements in this Company Description constitute a single disclosure document.
Duly note, on 22 June 2022 the Company will file Form 20-F with the SEC, which is a supplement to the Company
Description. Subsequently, the Company will publish a supplement incorporating the Form 20-F into the Company Description (the Form 20-F Supplement ).
The Form 20-F Supplement will form part of and must be read and construed in conjunction with this Company Description. The Form 20-F Supplement will be available on the
Company s website, www.investors.alvotech.com
This Company Description has been prepared solely in connection with the listing of the
Company s Shares on First North Iceland. No part of this Company Description may be reproduced, distributed, or copied in any manner without the prior written approval of the Company. The prohibition to reproduce, distribute or copy applies
regardless of the nature of the information at issue and the purpose of the reproduction, distribution, or copy. Copyright of this Company Description and its contents is the property of the Company. Despite the aforementioned, the information in
this Company Description may be copied for private and non-commercial purpose.
An investment in the Company may
not be a suitable investment for all investors. An investment in the Company involves certain risks. Each potential investor in the Company must determine the suitability of the investment, in light of the investor s own circumstances.
Prospective investors in the Company should carefully consider all information provided in this Company Description, including, but not limited to, the risk factors in the section titled Risk Factors on pages 52-127 of the Registration Statement describing certain risks associated with an investment in the Company. Each potential investor may wish to consider, either on its own or with the help of financial and/or other
professional advisers, whether the investor:

Table of Contents

This Company Description shall not in any way be viewed as a recommendation or solicitation to buy, hold or sell any security, including, but not limited to,
the Shares, or to take any investment decision. Prospective investors are solely responsible for any investment decision taken based on the information in this Company Description, any supplements (if applicable) and/or any market notifications
which may be published. The Company Description, as well as any applicable supplements and/or market notifications are available at the Issuer s website, www.investors.alvotech.com
Investors should bear in mind that even though equities can provide a good return in general, there is always a risk that an investment in the shares of
individual companies will decline in value or drop to zero.
Copies of this Company Description may not be distributed or sent, directly or indirectly,
into any country in which distribution would require any additional registration measures or other measures to be taken, other than as applicable under Icelandic law and regulation in the respective country.
Listing of the Shares on First North provides increased visibility and liquidity in the trading of the Shares, which is advantageous for Icelandic and other non-US shareholders. In addition, the listing will provide better access to capital markets and enable and facilitate additional investors, in particular Icelandic and other
non-US investors, to take part in the Company s future growth. The Company s founder is Icelandic and the Company s primary operations are in Iceland. Furthermore, the board of directors of the
Company believes that the listing of the Shares on First North will benefit the Company s future development and be beneficial for its shareholders and the Company. It is on those grounds that the Company has applied for admission of trading of
the Company s Shares on First North Iceland.
First North Iceland is a multilateral trading facility ( MTF ) operated by Nasdaq Iceland hf. (as defined below). It does not have the same
legal status as a regulated market. Companies on First North Iceland are regulated by First North Iceland s rules and laws on the market for financial instruments no. 115/20213, but not by
the same legal requirements set for companies admitted to trading on a regulated market. An investment in a company traded on First North Iceland generally involves more risk than an investment in a company on a regulated market. Nasdaq Iceland hf.
approves applications regarding admission to trading. Nasdaq Iceland hf. is responsible for checking that both companies and certified advisers comply with First North Iceland s rules as well as for monitoring the trading on First North
Landsbankinn hf., reg. no. 471008-0280, Austurstr ti 11, 155 Reykjav k (hereafter referred to as the Certified
Adviser or Landsbankinn ), which is a member of, and has an agreement with, Nasdaq Iceland hf., is the Certified Adviser for the Company in its application and listing process on First North Iceland. Landsbankinn holds a
full banking license under Act, no. 161/2002, on Financial Undertakings, and is regulated by the Central Bank of Iceland s Financial Supervisory Authority ( FSA ). The Company has chosen to be fully exchange-monitored following
the admission of the Shares to trading, meaning that it will not have a Certified Adviser on a continuous basis. The Certified Adviser therefore does not have an obligation to make sure that the conditions of the Nasdaq First North Growth Market
Rulebook (1 September 2019), as subsequently updated ( Nasdaq First North Rulebook ) are fulfilled initially or complied with continuously, cf. clause 1.2 of Supplement A - Iceland of Nasdaq First North Rulebook.

Table of Contents

As of the date of this Company Description, the Company has entered into market making agreements with Landsbankinn and Arion Bank hf., reg. no. 581008-0150,
Borgart ni 19, 105 Reykjav k ( Arion ), who will place bids and offers for certain amounts with a fixed spread between the bid and offer price, in accordance with the terms of the agreements.
When the Shares are admitted to trading, Landsbankinn will have bids and offers amounting to at least ISK 5 million at market value at any given time.
Net value of trades is capped at ISK 10 million per day, i.e. the difference between the aggregate value of all accepted offers and the aggregate value of all accepted bids within the day. The maximum weighted average spread between bid and ask
market making orders is based on the rolling 10 days price volatility of the shares: 1.5% when the 10 days volatility is 20% or less, 2.5% when the volatility is between 20-35% and 4% when it
Arion will, at any given time, have bids and offers for a minimum of ISK 7 million at a price per share decided by Arion, that may not
deviate from the last trading price by more than 3%. The spread between the bid and offer price shall be decided based on the price table of the multilateral trading facility (MTF) at any given time. If trades made by Arion based on the market
making agreement exceed ISK 35 million within a trading day, Arion is no longer bound by the market making agreement within the same trading day. If price changes of Alvotech shares exceed 5% within a trading day, Arion has the right to
increase bid/ask spread to 4%.
The summary below is of a general nature based on the laws and practices as in effect in Iceland as of the date of this Company Description. It should not be
construed as providing specific advice regarding Icelandic taxation and is subject to any change in laws or practices in Iceland that may take effect after such date. Prospective investors who are in any doubt as to their tax position or who may be
subject to tax in any other jurisdiction should consult their professional advisers.
Investors who are residents in Iceland for tax purposes can be
subject to tax in Iceland on any income from the Shares in accordance with the applicable Icelandic tax law at any given time. The tax treatment of the income depends on the tax position of each investor.
Investors, who are individuals and residing in Iceland, are subject to capital income tax at the rate of 22% on dividends and capital gains from the disposal
of the Shares. The Icelandic Income Tax Act, no. 90/2003, as subsequently amended (the Income Tax Act ), provides individuals the right to deduct capital losses from the disposal of shares against capital gains from the disposal of
other shares within the same year. Icelandic individuals, residing in Iceland, do not have the right to deduction in relation to dividends, although capital income tax is not levied in the first ISK 300,000 of interest or dividend income derived
from the holding of shares or other securities registered on a regulated market.
The corporate income tax rate for limited liability companies, residing
in Iceland, is 20%. Limited liability companies, residents in Iceland, report dividends and capital gains from the disposal of the Shares as income. However, the Income Tax Act provides for the right of full deduction from the dividends and capital
gains from disposal of the Shares subject to conditions. A full deduction, subject to fulfilling requirements, has the consequences that limited liability companies do not pay corporate income tax on dividends and capital gains from the disposal of
the Shares. The full deduction does not apply if the foreign entity paying the Shares is considered being resident in a low tax jurisdiction which is based on an annual assessment of the tax burden of the foreign entity.
Last updated: Jun 21, 2022