HAFSLUND - Compulsory acquisition of shares

Reference is made to the announcement dated 31 July 2017 in connection with settlement of the voluntary offer from Oslo Energi Holding AS (the “Offeror”) to acquire all shares in Hafslund ASA (the “Company”). Following the completion of the voluntary offer, the Offeror became the owner of 105 838 067 shares of class A and 66 562 710 shares of class B in the Company, representing approximately 88 % of the shares and 92 % of the votes in the Company.

The Board of Directors of the Offeror has, effective from after close of trading on Oslo Børs today, 3 August 2017, pursuant to section 4-25 of the Norwegian Public Limited Liability Companies Act, cf. section 6-22 (3) of the Norwegian Securities Trading Act, resolved to carry out a compulsory acquisition of all remaining shares in the Company not owned by the Offeror. As a consequence, the Offeror has assumed ownership of all shares in the Company.

The offered redemption price under the compulsory acquisition is NOK 96.76 per share. The offered redemption price corresponds to the offer price and the interest rate compensation in the voluntary offer to acquire all shares in the Company. DNB Bank ASA has furnished a guarantee for the settlement under the compulsory acquisition in accordance with the Norwegian Securities Trading Act section 6-22 (3) no. 3.

Any objections to, or rejections of, the offered redemption price must be raised on or before 6 October 2017. Former shareholders in the Company who do not object to, or reject, the offered redemption price within this deadline will lose their right to object to, or reject, the offered redemption price and are deemed to have accepted the offer.

A letter regarding the compulsory acquisition will be sent to all former shareholders subject to the compulsory transfer whose addresses are known. In addition, the compulsory acquisition will be announced through the electronic notice service of the Norwegian Register of Business Enterprises (Nw. Brønnøysundregistrene).

As a consequence of the compulsory acquisition, the Board of Directors of the Offeror has resolved to seek a de-listing of the Company’s shares from Oslo Børs. The Company is expected to be delisted from 4 August. A separate stock exchange notice will be published regarding the delisting.

Pareto Securities AS has acted as Receiving Agent in respect of the voluntary offer and Financial Advisor to the Offeror.

Oslo, 3 August 2017

For further information, please contact:

Pareto Securities Corporate Finance. Telephone +47 22 87 87 00.


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