EQT INFRASTRUCTURE VI, THROUGH OTELLO BIDCO AB, ANNOUNCES A RECOMMENDED CASH OFFER OF SEK 60 PER SHARE TO THE SHAREHOLDERS OF OX2 AB (PUBL)

This announcement is not an offer, whether directly or indirectly, in Australia, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdiction where such offer pursuant to legislation and regulations in such relevant jurisdiction would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled “Important information” at the end of this announcement and in the offer document which will be published shortly before the beginning of the acceptance period for the Offer. Shareholders in the United States should also refer to the section titled “Important notice to shareholders in the United States of America” at the end of this announcement.

EQT Infrastructure VI[1], through Otello BidCo AB[2] (“Otello BidCo”), hereby announces a recommended public offer to the shareholders of OX2 AB (publ) (“OX2” or the “Company”) to tender all their shares at a price of SEK 60 in cash per share (the “Offer”). The shares in OX2 are admitted to trading on Nasdaq Stockholm, Large Cap.

The Company’s founder and largest shareholder Peas Industries AB (“Peas Industries”), representing approximately 45.56 percent of the shares and votes in OX2, has irrevocably undertaken to accept the Offer. The independent bid committee of the Board of Directors of OX2 has unanimously resolved to recommend that shareholders accept the Offer.[3]

Key highlights and summary of the Offer

• Otello BidCo offers SEK 60 in cash per OX2 share (the “Offer Price”). The total value of the Offer is approximately SEK 16,351 million.

• The Offer Price represents a premium of:

• • approximately 43.4 percent compared to the closing price of SEK 41.8 of OX2 shares on Nasdaq Stockholm on 10 May 2024, which was the last trading day prior to the announcement of the Offer;

• • approximately 45.8 percent compared to the volume-weighted average trading price of SEK 41.1 of OX2 shares on Nasdaq Stockholm during the last 30 trading days prior to the announcement of the Offer; and

• • approximately 29.2 percent compared to the volume-weighted average trading price of SEK 46.4 of OX2 shares on Nasdaq Stockholm during the last 90 trading days prior to the announcement of the Offer.

• The independent bid committee of the Board of Directors of OX2 unanimously recommends that the Company’s shareholders accept the Offer. The recommendation is supported by a fairness opinion provided by Ernst & Young AB (“EY”).

• The Company’s founder and largest shareholder Peas Industries, representing approximately 45.56 percent of the shares and votes in OX2, has entered into an undertaking to accept the Offer, irrespective of whether a higher competing offer is made.

• The Offer is conditional upon the Offer being accepted to such extent that Otello BidCo becomes the owner of shares representing more than 50 percent of the total number of shares in OX2. In addition, the Offer is made on the terms and subject to the conditions (ii)–(vii) set out below in this announcement.

• The acceptance period is expected to commence on or around 25 June 2024 and expire on or around 14 October 2024 to allow for receipt of customary regulatory approvals. Otello BidCo reserves the right to extend the acceptance period, one or several times, as well as to postpone the time for settlement. If customary regulatory approvals are received in such time that the acceptance period can be closed before 14 October 2024, Otello BidCo may announce an earlier end date of the acceptance period, provided that such announcement can be made not less than two weeks prior to the new date of expiry of the acceptance period.

Christoph Balzer, Partner at EQT Partners and Investment Advisor to EQT Infrastructure VI, says:

“EQT is impressed by the growth of OX2, which has become one of Europe’s main renewable energy developers under the leadership of its founders and management team. The renewables industry is supported by strong underlying trends and expected to grow substantially over the coming period. To unlock OX2’s full potential, we believe it would benefit from a transition to a more long-term, sustainable business model and becoming an integrated renewables developer and asset owner. EQT is well-suited to partner with the Company during this next phase, offering the necessary capital and deep industry expertise to accelerate its growth journey.”

Johan Ihrfelt, CEO of Peas Industries, says:

“This has been an emotional decision to take. Still, as OX2’s founder and main shareholder, we believe that to take our vision even further, the Company will be well positioned under EQT’s ownership as it looks to undertake the next phase of its development. With EQT’s extensive experience and expertise in acquiring and managing businesses, particularly within the renewable energy sector, coupled with a proven track record of navigating capital-intensive transitions, we have full confidence that EQT will serve as the ideal partner to support OX2’s future growth.”

Background to and reasons for the Offer

OX2, founded in 2004, is a leading renewable energy platform with a large and diverse project portfolio across all major renewable energy technologies (onshore and offshore wind, solar, and storage) and is today one of the largest developers of onshore wind in Europe. Headquartered in Stockholm, Sweden, the Company is currently present in 11 markets across Europe and since 2023, also in Australia. During the past years, OX2 has grown into a leading independent renewable energy developer in Europe and beyond, with a strong operational and financial track record as well as a robust set of capabilities across the value chain, including development, construction, and management.

Recent market conditions, such as higher interest rates, long development timelines, and supply chain disruptions have put some short-term pressures on OX2. To maintain and grow its market position, capitalize on emerging opportunities and strengthen its presence within renewable energy in the long-term, OX2 would benefit from evolving its business model from a pure developer to an integrated renewables developer and asset owner, while retaining its ability to sell projects.

EQT is a global investment organization with an active ownership approach. For more than 15 years, EQT Infrastructure has partnered with its portfolio companies to help build strong, resilient businesses for the future. It has invested over €12bn in the energy transition.

EQT believes it is well positioned to become a good owner of OX2, bringing extensive experience investing in the renewables sector and in the energy transition broadly. EQT plans to provide additional investment in OX2’s pipeline while using its industry expertise to support its transformation.

EQT is pleased that Peas Industries, the founder of OX2, has entered into an undertaking to accept the Offer, irrespective of whether a higher competing offer is made. EQT’s ambition is to obtain 90 percent ownership and delist the Company, as EQT believes that the possibilities to accelerate the strategy will be better in a private setting. However, to ensure a responsible change of ownership, the Offer is conditioned by Otello BidCo reaching an acceptance level over 50 percent of the shares, showcasing its commitment to owning OX2 and continue to invest in its future development, whether in a private or public setting.

Management and employees

Otello BidCo is fully supportive of the current management team and safeguards employee positions. There are currently no decisions on any material changes that may impact OX2’s employees and management or the existing organization and operations, including the terms of employment and locations of the business. Furthermore, there are no employees in Otello BidCo, which means that the Offer does not entail any changes for the management and employees in Otello BidCo.

Otello BidCo will offer, and has received the consent of the independent bid committee of the Board of Directors of OX2 to offer, a management incentive plan for certain key employees of OX2, including the CEO. Whereas the CEO has committed to participating, the remainder of the participants will receive the offer to participate following completion of the Offer. The incentive plan, which is subject to completion of the Offer, is designed for the purpose of ensuring the continued long-term commitment by key employees and will be offered to key employees regardless of whether they currently own shares in OX2. The terms are customary in the private equity industry and include transfer and leaver provisions, and participation requires an investment in shares in a holding entity within the Otello BidCo group. While the final size of the incentive plan depends on the final number of participants and their respective investment levels, the participants’ aggregate ownership share in a holding company within the Otello BidCo group is expected to be approximately five percent, assuming the Otello BidCo group will acquire 100 percent of OX2. Otello BidCo has obtained a statement from the Swedish Securities Council (Sw. Aktiemarknadsnämnden) (Ruling 2024:29) confirming that the management incentive plan is compatible with the Swedish Stock Market Self-Regulation Committee’s Takeover rules for Nasdaq Stockholm and Nordic Growth Market NGM (the “Takeover Rules”).

The Offer

Consideration

Otello BidCo offers SEK 60 in cash per OX2 share.

Should OX2, prior to settlement of the Offer, distribute dividends or in any other way distribute or transfer value to its shareholders, the Offer Price will be reduced accordingly.

The total value of the Offer is approximately SEK 16,351 million.[4]

No commission will be charged in connection with settlement of the Offer.

The Offer Price represents a premium of:

• approximately 43.4 percent compared to the closing price of SEK 41.8 of OX2 shares on Nasdaq Stockholm on 10 May 2024, which was the last trading day prior to the announcement of the Offer;

• approximately 45.8 percent compared to the volume-weighted average trading price of SEK 41.1 of OX2 shares on Nasdaq Stockholm during the last 30 trading days prior to the announcement of the Offer; and

• approximately 29.2 percent compared to the volume-weighted average trading price of SEK 46.4 of OX2 shares on Nasdaq Stockholm during the last 90 trading days prior to the announcement of the Offer.

Otello BidCo’s shareholding in OX2

Neither Otello BidCo nor any closely related companies or closely related parties own any shares or other financial instruments in OX2 that give financial exposure to OX2 shares at the time of this announcement, nor has Otello BidCo acquired or agreed to acquire any OX2 shares or any financial instruments that give financial exposure to OX2 shares during the six months preceding the announcement of the Offer.

Otello BidCo may acquire, or enter into agreements to acquire, shares in OX2 (or any securities that are convertible into, exchangeable for or exercisable for such shares) outside the Offer, but in any event, at a price per share not more than the Offer Price. Any purchases made or agreed will be in accordance with Swedish law and the Takeover Rules and will be disclosed in accordance with applicable rules.

Statement from the independent bid committee of the Board of Directors of OX2 and fairness opinion

The independent bid committee of the Board and Directors of OX2 unanimously recommends the shareholders of OX2 to accept the Offer. The bid committee has further obtained a fairness opinion from EY, according to which the Offer is assessed to be fair for OX2’s shareholders from a financial perspective, based on the assumptions and considerations included in the statement.

The independent bid committee of the Board of Directors of OX2 consists of the board members Niklas Midby, Malin Persson and Ann Grevelius. The board members Johan Ihrfelt, Thomas von Otter and Anna-Karin Eliasson Celsing are also board members of the Company’s largest shareholder Peas Industries, which has entered into an undertaking to accept the Offer (through its wholly-owned subsidiary Peas Industries Invest AB) (please see “Undertakings from shareholders of OX2” below). Consequently, Johan Ihrfelt, Thomas von Otter and Anna-Karin Eliasson Celsing are deemed to have a conflict of interest pursuant to Rule II.18 of the Takeover Rules and they have for this reason not participated in the resolution to recommend the shareholders of OX2 to accept the Offer. The Company’s CEO, Paul Stormoen, is a shareholder in Peas Industries and is therefore also deemed to have a conflict of interest pursuant to Rule II.18 of the Takeover Rules.

Undertakings from shareholders of OX2

Otello BidCo has obtained an irrevocable undertaking to accept the Offer from the Company’s founder and largest shareholder Peas Industries through its wholly-owned subsidiary Peas Industries Invest AB. Peas Industries has undertaken to tender 124,168,572 shares (45.56 percent of the shares and votes in OX2). The irrevocable undertaking applies irrespective of whether a higher competing offer is made. The irrevocable undertaking will terminate if the Offer is not declared unconditional on or before 3 February 2025.

Conditions for completion of the Offer

The completion of the Offer is conditional upon:

1. the Offer being accepted to such an extent that Otello BidCo becomes the owner of shares in OX2 representing more than 50 percent of the total number of shares in OX2 (on a fully diluted basis);

2. the receipt of all regulatory, governmental or similar clearances, approvals and decisions that are necessary for the Offer and the acquisition of OX2, including from competition authorities and authorities for foreign direct investments (FDI), in each case on terms which, in Otello BidCo’s opinion, are acceptable;

3. no circumstances having occurred which could have a material adverse effect or could reasonably be expected to have a material adverse effect on OX2’s financial position, prospects or operations, including OX2’s sales, results, liquidity, equity ratio, equity or assets;

4. neither the Offer nor the acquisition of OX2 being rendered wholly or partially impossible or significantly impeded as a result of legislation or other regulation, any decision of a court or public authority, or any similar circumstance;

5. OX2 not taking any action that is likely to impair the prerequisites for making or completing the Offer;

6. no information made public by OX2 or disclosed by OX2 to Otello BidCo being materially inaccurate, incomplete or misleading, and OX2 having made public all information which should have been made public by OX2; and

7. no other party announcing an offer to acquire shares in OX2 on terms more favorable to the shareholders of OX2 than the Offer.

Otello BidCo reserves the right to withdraw the Offer in the event that it becomes clear that any of the above conditions is not satisfied or cannot be satisfied. However, with regard to conditions (ii)–(vii) above, the Offer may only be withdrawn where the non-satisfaction of such condition is of material importance to Otello BidCo’s acquisition of OX2 or if otherwise approved by the Swedish Securities Council.

Otello BidCo reserves the right to waive, in whole or in part, one or more of the conditions above, including, with respect to condition (i) above, to complete the Offer at a lower level of acceptance.

Information about Otello BidCo and EQT

Otello BidCo is a newly established Swedish limited liability company (with corporate registration number 559479-1856, domiciled in Stockholm, Sweden), indirectly owned by EQT Infrastructure VI. Otello BidCo was founded on 20 March 2024 and registered with the Swedish Companies Registration Office on 10 April 2024. Otello BidCo has never conducted, and at present does not conduct, any business, and its sole business purpose is to make the Offer.

EQT is a purpose-driven global investment organization focused on active ownership strategies. With a Nordic heritage and a global mindset, EQT has a track record of almost three decades of developing companies across multiple geographies, sectors and strategies. EQT has investment strategies covering all phases of a business’ development, from start-up to maturity. EQT has EUR 242 billion in total assets under management (EUR 132 billion in fee-generating assets under management), within two business segments - Private Capital and Real Assets.

With its roots in the Wallenberg family’s entrepreneurial mindset and philosophy of long-term ownership, EQT is guided by a set of strong values and a distinct corporate culture. EQT manages and advises funds and vehicles that invest across the world with the mission to future-proof companies, generate attractive returns and make a positive impact with everything EQT does.

EQT has offices in more than 25 countries across Europe, Asia and the Americas and has more than 1,800 employees.

For more information about EQT, please see EQT’s website: www.eqtgroup.com.

Financing of the Offer

The Offer is not subject to any financing conditions. The cash consideration payable in respect of the Offer is financed in full by funds available to Otello BidCo by way of an equity commitment letter issued by EQT Infrastructure VI EUR SCSp and EQT Infrastructure VI USD SCSp.

Due diligence in connection with the Offer

Otello BidCo has, in connection with the preparations of the Offer, conducted a due diligence review of OX2. With the exception of information that was subsequently included in OX2’s Q1 report for 2024, OX2 has confirmed that Otello BidCo has not been provided with any inside information regarding OX2 in connection with the due diligence review.

Preliminary timetable

As set out above, the completion of the Offer is conditional upon, inter alia, the receipt of all regulatory, governmental or similar clearances, approvals and decisions that are necessary for the Offer and the acquisition of OX2. Such clearances, approvals and decisions are expected to have been received by the end of the acceptance period for the Offer. If all relevant clearances, approvals and decisions are received in such time that the acceptance period can be closed before 14 October 2024, Otello BidCo may announce an earlier end date of the acceptance period, provided that such announcement can be made not less than two weeks prior to the new date of expiry of the acceptance period.

Otello BidCo further reserves the right to extend the acceptance period for the Offer, one or several times, as well as to postpone the time for settlement.

Otello BidCo has been granted an exemption from the Swedish Securities Council (Ruling 2024:43) permitting that the initial acceptance period for the Offer is longer than ten weeks (up to 16 weeks) to enable Otello BidCo to obtain necessary regulatory clearances within that period.

Compulsory redemption proceedings and delisting

If Otello BidCo, whether in connection with the Offer or otherwise, acquires shares representing more than 90 percent of the total number of shares in OX2, Otello BidCo intends to commence compulsory redemption proceedings under the Swedish Companies Act (2005:551) to acquire all remaining shares in OX2 and to promote delisting of OX2’s shares from Nasdaq Stockholm.

Governing law and disputes

The Offer and the agreements entered into between Otello BidCo and OX2’s shareholders in relation to the Offer, shall be governed by and be interpreted in accordance with Swedish law. Disputes concerning, or arising in connection with the Offer, shall be settled exclusively by Swedish courts, with the Stockholm District Court as first instance.

The Takeover Rules and the Swedish Securities Council’s rulings and statements on the interpretation and application of the Takeover Rules are applicable to the Offer. Otello BidCo has undertaken to Nasdaq Stockholm to comply with the Takeover Rules and to submit to any sanctions that can be imposed on Otello BidCo by Nasdaq Stockholm in the event of a breach of the Takeover Rules.

Advisors

Otello BidCo and EQT Infrastructure VI have retained Rothschild & Co Nordic AB as lead financial advisor, Carnegie Investment Bank AB as financial advisor and Advokatfirman Vinge KB and Simpson Thacher & Bartlett LLP as legal advisors in connection with the Offer.

Otello BidCo

The Board of Directors

Information about the Offer

Information about the Offer is made available at:

www.sustainable-energy-offer.com

The information was submitted for publication on 13 May 2024, 07.30 CEST.

For enquiries, please contact:

EQT Press Office

+46 8 506 55 334, press@eqtpartners.com

Fogel & Partners, Frida Malm

+46 730 653 885, otellobidco@fogelpartners.se

Important information

This press release has been published in Swedish and English. In the event of any discrepancy in content between the two language versions, the Swedish version shall prevail.

This announcement is not an offer, whether directly or indirectly, in Australia, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law (the “Restricted Jurisdictions”).

The release, publication or distribution of this press release in or into jurisdictions other than Sweden may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than Sweden should inform themselves about, and observe any applicable requirements. In particular, the ability of persons who are not resident in Sweden to accept the Offer may be affected by the laws of the relevant jurisdictions in which they are located. Any failure to comply with the applicable restrictions may constitute a violation of the securities laws of any such jurisdiction. To the fullest extent permitted by applicable law, the companies and persons involved in the Offer disclaim any responsibility or liability for the violation of such restrictions by any person.

This announcement has been prepared for the purpose of complying with Swedish law, the Takeover Rules and the Swedish Securities Council’s rulings regarding interpretation and application of the Takeover Rules and the information disclosed may not be the same as that which would have been disclosed if this press release had been prepared in accordance with the laws of jurisdictions other than Sweden.

Unless otherwise determined by Otello BidCo or required by Swedish law, the Takeover Rules and the Swedish Securities Council’s rulings regarding interpretation and application of the Takeover Rules, and permitted by applicable law and regulation, the Offer will not be made available, directly or indirectly, in, into or from a Restricted Jurisdiction or any other jurisdiction where to do so would violate the laws in that jurisdiction and no person may accept the Offer by any use, means or instrumentality (including, but not limited to, facsimile, e-mail or other electronic transmission, telex or telephone) of interstate or foreign commerce of, or of any facility of a national, state or other securities exchange of any Restricted Jurisdiction or any other jurisdiction where to do so would constitute a violation of the laws of that jurisdiction and the Offer may not be capable of acceptance by any such use, means, instrumentality or facilities. Accordingly, copies of this press release and any formal documentation relating to the Offer are not being, and must not be, directly or indirectly, mailed or otherwise forwarded, distributed or sent in or into or from any Restricted Jurisdiction or any other jurisdiction where to do so would constitute a violation of the laws of that jurisdiction and persons receiving such documents (including custodians, nominees and trustees) must not mail or otherwise forward, distribute or send them in or into or from any Restricted Jurisdiction or any other jurisdiction where to do so would constitute a violation of the laws of that jurisdiction.

The availability of the Offer to shareholders of OX2 who are not resident in and citizens of Sweden may be affected by the laws of the relevant jurisdictions in which they are located or of which they are citizens. Persons who are not resident in or citizens of Sweden should inform themselves of, and observe, any applicable legal or regulatory requirements of their jurisdictions.

The Offer, the information and documents contained in this press release are not being made and have not been approved by an authorized person for the purposes of section 21 of the UK Financial Services and Markets Act 2000 (the “FSMA”). Accordingly, the information and documents contained in this press release are not being distributed to, and must not be passed on to, the general public in the United Kingdom, unless an exemption applies. The communication of the information and documents contained in this press release is exempt from the restriction on financial promotions under section 21 of the FSMA on the basis that it is a communication by or on behalf of a body corporate which relates to a transaction to acquire day to day control of the affairs of a body corporate; or to acquire 50 percent or more of the voting shares in a body corporate, within article 62 of the UK Financial Services and Markets Act 2000 (Financial Promotion) Order 2005.

Statements in this press release relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and their underlying assumptions, statements regarding plans, objectives, intentions and expectations with respect to future financial results, events, operations, services, product development and potential and other effects of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as “anticipates”, “intends”, “expects”, “believes”, “estimates”, “plans”, “will be” or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. Actual results and developments may differ materially from those expressed in, or implied or projected by these forward-looking statements due to many factors, many of which are outside the control of Otello BidCo. Forward-looking statements appear in a number of places throughout this announcement and the information incorporated by reference into this announcement and may include statements regarding the intentions, beliefs or current expectations of Otello BidCo or OX2 concerning, amongst other things: (i) future capital expenditures, expenses, revenues, earnings, synergies, economic performance, indebtedness, financial condition, dividend policy, losses and future prospects; (ii) business and management strategies, the expansion and growth of Otello BidCo’s or OX2’s business operations and potential synergies resulting from the Offer; and (iii) the effects of government regulation and industry changes on the business of Otello BidCo or OX2. Any forward-looking statements made herein speak only as of the date on which they are announced. Except as required by the Takeover Rules or applicable law or regulations, Otello BidCo expressly disclaims any obligation or undertaking to publicly announce updates or revisions to any forward-looking statements contained in the offer document to reflect any change in expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. The reader should, however, consult any additional disclosures that Otello BidCo or OX2 have made or may make.

Important notice to shareholders in the United States of America

The Offer described in this press release is made for the issued and outstanding shares of OX2, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which may be different from those of the United States. The Offer is made in the United States pursuant to Section 14(e) of the U.S. Securities Exchange Act of 1934, as amended (the “U.S. Exchange Act”) and Regulation 14E thereunder (“Regulation 14E”), to the extent applicable, and subject to exemptions provided by Rule 14d-1 under the U.S. Exchange Act, and otherwise in compliance with the disclosure and procedural requirements of Swedish law, including with respect to withdrawal rights, the Offer timetable, notices of extensions, announcements of results, settlement procedures (including as regards to the time when payment of the consideration is rendered) and waivers of conditions, which may be different from requirements or customary practices in relation to U.S. domestic tender offers. The offeror’s ability to waive the conditions to the Offer (both during and after the end of the acceptance period) and the shareholders’ ability to withdraw their acceptances, may not be the same under a tender offer governed by Swedish law as under a tender offer governed by U.S. law. Holders of the shares of OX2 domiciled or resident in the United States (the “U.S. Holders”) are encouraged to consult with their own advisors regarding the Offer.

OX2’s financial statements and all financial information included herein, or any other documents relating to the Offer, have been or will be prepared in accordance with IFRS and may not be comparable to the financial statements or financial information of companies in the United States or other companies whose financial statements are prepared in accordance with U.S. generally accepted accounting principles. The Offer is made to the U.S. Holders on the same terms and conditions as those made to all other shareholders of OX2 to whom the offer is being made. Any information documents, including the offer document, are being disseminated to U.S. Holders on a basis comparable to the method pursuant to which such documents are provided to OX2’s other shareholders. U.S. Holders should note that OX2 is not listed on a United States securities exchange, is not subject to the periodic requirements of the U.S. Exchange Act and is not required to, and does not, file any reports with the United States Securities and Exchange Commission.

The U.S. Holders should consider that the price for the Offer is being paid in SEK and that no adjustment will be made based on any changes in the exchange rate.

It may be difficult for U.S. Holders to enforce their rights and any claims they may have arising under the U.S. federal or state securities laws in connection with the Offer, since OX2 is located in another country other than the United States, and some or all of its officers and directors may be residents of countries other than the United States. U.S. Holders may not be able to sue OX2 or Otello BidCo or their respective officers or directors in a non-U.S. court for violations of U.S. securities laws. Further, it may be difficult to compel OX2 or Otello BidCo and/or their respective affiliates to subject themselves to the jurisdiction or judgment of a U.S. court.

To the extent permissible under applicable law or regulations, Otello BidCo and its affiliates or its brokers and its brokers’ affiliates (acting as agents for Otello BidCo or its affiliates, as applicable) may from time to time and during the pendency of the Offer, and other than pursuant to the Offer, directly or indirectly purchase or arrange to purchase shares of OX2 outside the United States in reliance on applicable exemptions from the requirements of Regulation 14E (or any securities that are convertible into, exchangeable for or exercisable for such shares). These purchases may occur either in the open market at prevailing prices or in private transactions at negotiated prices, but in any event, at a price per share not more than the Offer Price, and information about such purchases will be disclosed by means of a press release or other means reasonably calculated to inform U.S. Holders of such information. In addition, affiliates to the financial advisors to Otello BidCo may also engage in ordinary course trading activities in securities of OX2, which may include purchases or arrangements to purchase such securities as long as such purchases or arrangements are in compliance with applicable law and regulation. Any information about such purchases will be announced in Swedish and in a non-binding English translation available to the U.S. Holders through relevant electronic media if, and to the extent, such announcement is required under applicable Swedish or U.S. law, rules or regulations.

The receipt of cash pursuant to the Offer by a U.S. Holder may be a taxable transaction for U.S. federal income tax purposes and under applicable U.S. state and local, as well as foreign and other, tax laws. Each shareholder is urged to consult an independent professional advisor regarding the tax consequences of accepting the Offer. Neither Otello BidCo nor any of its affiliates and their respective directors, officers, employees or agents or any other person acting on their behalf in connection with the Offer shall be responsible for any tax effects or liabilities resulting from acceptance of this Offer.

NEITHER THE U.S. SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED THE OFFER, PASSED ANY COMMENTS UPON THE MERITS OR FAIRNESS OF THE OFFER, PASSED ANY COMMENT UPON THE ADEQUACY OR COMPLETENESS OF THIS PRESS RELEASE OR PASSED ANY COMMENT ON WHETHER THE CONTENT IN THIS PRESS RELEASE IS CORRECT OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENCE IN THE UNITED STATES.

Rothschild & Co Nordic AB (“Rothschild & Co”) is financial advisor to Otello BidCo and EQT Infrastructure VI and no one else in connection with the Offer. Rothschild & Co is not responsible to anyone other than Otello BidCo and EQT Infrastructure VI for providing protections afforded to clients of Rothschild & Co nor for providing advice in relation to the Offer.

The information contained herein does not constitute an offer to sell, nor a solicitation of an offer to buy, any security, and may not be used or relied upon in connection with any offer or solicitation. Any offer or solicitation in respect of EQT Infrastructure VI will be made only through a confidential private placement memorandum and related documents which will be furnished to qualified investors on a confidential basis in accordance with applicable laws and regulations. The information contained herein is not for publication or distribution to persons in the United States of America. Any securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold without registration thereunder or pursuant to an available exemption therefrom. Any offering of securities to be made in the United States would have to be made by means of an offering document that would be obtainable from the issuer or its agents and would contain detailed information about the issuer of the securities and its management, as well as financial information. The securities may not be offered or sold in the United States absent registration or an exemption from registration.