Hunter Group ASA – Conditional allocation in the Private Placement

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Hunter Group ASA – Conditional allocation in the Private Placement

Oslo, Norway, 18 May 2018: Reference is made to the stock exchange announcement of 18 May 2018 at 8:00 (CET) with the preliminary results in the contemplated conditional private placement (the "Private Placement") of 162,500,000 new shares (the "Offer Shares") in Hunter Group ASA ("Hunter" or the "Company") at an offer price of NOK 3.20 per share (the “Subscription Price”), corresponding to total gross proceeds of NOK 520 million. The subscription period in the Private Placement expired on 18 May 2018 at 08:00 (CET), and the Private Placement was significantly oversubscribed. The Offer Shares will not entitle PIK dividend of shares in Dwellop AS (ex-date on 22 May 2018).

The Board of Directors, in consultation with the Managers, has today resolved the conditional allocation of the Offer Shares in the Private Placement, and is pleased to announce that the notifications of conditional allocations of Offer Shares today also will be distributed to the parties concerned. Subject to satisfaction of the conditions for completion of the Private Placement, the payment date for the Private Placement is expected to be on or about 11 June 2018 and the Offer Shares are expected to be delivered to the applicant's VPS account on or about 13 June 2018. The Offer Shares issued and delivered will be placed on a separate ISIN pending publication of a listing prospectus (the "Prospectus") for the Offer Shares to be approved by the Norwegian Financial Supervisory Authority (the "NFSA"), and will not be listed or tradable on the Oslo Stock Exchange until the Prospectus has been published by the Company, expected to take place mid of June 2018.

Following registration of the share capital increase pertaining to the Private Placement, the Company will have a share capital of NOK 460,822,516.25 divided into 368,658,013 shares, each with a nominal value of NOK 1.25.

The following primary insiders of the Company have conditionally been allocated New Shares in the Private Placement, each such share allocated at the Subscription Price:

Apollo Asset Ltd., a company controlled by Mr. Arne Fredly (board member in the Company), was allocated 31,250,000 New Shares. After completion of the Private Placement, Apollo Asset Ltd. will own 99,925,607 shares in the Company, corresponding to a shareholding of approximately 27,1 % before the subsequent offering.

Completion of the Private Placement is subject to (i) the adoption of the relevant corporate resolutions of the Company required to implement the issue the Offer Shares, including the extraordinary general meeting's resolution to issue the Offer Shares scheduled to be held on or about 8 June 2018, and (ii) the registration of the share capital increase pertaining to the issuance of the Offer Shares in the Norwegian Register of Business Enterprises. A notice for the EGM will be announced separately. 

Clarksons Platou Securities AS, Pareto Securities AS, DNB Markets and Fearnley Securities acted as joint lead managers and bookrunners in connection with the Private Placement.

For further information, please contact:

Henrik A. Christensen, Chairman, +47 909 67 683, henrik@rosom.no 

Erik Frydendal, CEO, +47 957 72 947, ef@huntergroup.no 

This stock exchange announcement is made pursuant to section 5-12 of the Norwegian Securities Trading Act. 

*** Important information: The release is not for publication or distribution, in whole or in part directly or indirectly, in or into Australia, Canada, Japan or the United States (including its territories and possessions, any state of the United States and the District of Columbia). This release is an announcement issued pursuant to legal information obligations, and is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act. It is issued for information purposes only, and does not constitute or form part of any offer or solicitation to purchase or subscribe for securities, in the United States or in any other jurisdiction. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "US Securities Act"). The securities may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the US Securities Act. The Company does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States. Copies of this announcement are not being made and may not be distributed or sent into Australia, Canada, Japan or the United States. The issue, exercise, purchase or sale of subscription rights and the subscription or purchase of shares in the Company are subject to specific legal or regulatory restrictions in certain jurisdictions. Neither the Company nor the Managers assumes any responsibility in the event there is a violation by any person of such restrictions. The distribution of this release may in certain jurisdictions be restricted by law. Persons into whose possession this release comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. The Managers are acting for the Company and no one else in connection with the Private Placement and will not be responsible to anyone other than the Company providing the protections afforded to their respective clients or for providing advice in relation to the Private Placement and/or any other matter referred to in this release. Forward-looking statements: This release and any materials distributed in connection with this release may contain certain forward-looking statements. By their nature, forward -looking statements involve risk and uncertainty because they reflect the Company's current expectations and assumptions as to future events and circumstances that may not prove accurate. A number of material factors could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements.

About Us

Hunter Group ASA is a publicly traded investment company listed on the Oslo Axess. Hunter Group currently has 7 high spec VLCC's with scrubbers under construction at DSME in Korea.

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