THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN CANADA, JAPAN, HONG KONG, SOUTH AFRICA, NEW ZEALAND OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
Reference is made to the announcement made on 27 May 2025 regarding approval by the Norwegian Financial Supervisory Authority of the offer document for the unconditional mandatory cash offer (the "Mandatory Offer") by Electric AS (the "Offeror") to acquire all the issued and outstanding shares in Edda Wind ASA (the "Company") not already owned by the Offeror prior to implementation of the compulsory acquisition which took effect on 27 May 2025 (the "Compulsory Acquisition"), at an offer price of NOK 23.00 per share in the Company. The Offeror is a company jointly owned by Geveran Trading Co Ltd, Wilhelmsen New Energy AS and EPS Ventures Ltd.
The acceptance period for the Mandatory Offer expired on 27 June 2025 at 16:30 CEST. The Offeror has received valid acceptances for a total of 3,685,169 shares in the Company under the Mandatory Offer.
As a result of the Compulsory Acquisition, the Offeror already owns all of the shares in the Company.
Settlement of the Mandatory Offer will take place within two weeks following the end of the acceptance period, and thus at the latest on 11 July 2025.
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DNB Carnegie, a part of DNB Bank ASA is acting as financial advisor to the Offeror and its affiliates in connection with the Mandatory Offer and the Compulsory Acquisition. Schjødt is acting as legal advisor.
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Important notice
The Mandatory Offer and the distribution of this announcement and other information in connection with the Mandatory Offer may be restricted by law in certain jurisdictions. The Mandatory Offer and the Offer Document are not to be regarded as an offer, whether directly or indirectly, in jurisdictions where, pursuant to legislation and regulations in such relevant jurisdictions, presenting and/or accepting such an offer would be prohibited by applicable law, include Canada, Australia, South Korea, New Zealand, South Africa, Hong Kong, and Japan. Shareholders are referred to the Offer Document, when published, for a description of applicable restrictions. The Offeror and its affiliates do not assume any responsibility in the event there is a violation by any person of such restrictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions.
Shareholders of the Company must rely upon their own examination of the Offer Document. Once published, each shareholder should study the Offer Document carefully in order to be able to make an informed and balanced assessment of the Offer and the information that is discussed and described therein. Shareholders should not construe the contents of this announcement as legal, tax or accounting advice, or as information necessarily applicable to each shareholder. Each shareholder should seek independent advice from its own financial and legal advisors prior to making a decision to accept the Mandatory Offer.
This announcement is not intended to be and does not constitute or contain any investment recommendation as defined by Regulation (EU) No 596/2014 (as it forms part of the domestic law in the United Kingdom by virtue of the European Union (Withdrawal) Act 2018).
The Mandatory Offer relates to shares of a Norwegian company listed and trading on Oslo Børs and is subject to the legal provisions of the Securities Trading Act regarding the implementation and disclosure requirements for such an offer, which differ substantially from the corresponding legal provisions of other jurisdictions, including those of the United States. The Mandatory Offer is subject to disclosure and other procedural requirements, including with respect to the offer timetable, payment and settlement procedures, which are different from those which could be applicable under such rules, including under US domestic tender offer procedures and law.