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Magnora ASA

Share Issue/Capital Change Jan 18, 2024

3659_rns_2024-01-18_cfc85a05-f1d9-4e70-9471-bea151f71a98.html

Share Issue/Capital Change

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Magnora separates its legacy business from its renewables business

Magnora separates its legacy business from its renewables business

18.1.2024 12:00:00 CET | Magnora ASA | Additional regulated information required

to be disclosed under the laws of a member state

During 2023, Magnora's renewable business shifted gears with considerable growth

in profits. Consequently, the rationale of keeping legacy revenues linked to the

FPSO business in the same entity as the renewables business is no longer

present. On 18 January, the board of Magnora approved a plan to establish a

separate entity for Magnora's Legacy Business (that is the contracts linked to

the Company's divested FPSO business).

Technically, the separation combines a demerger followed by a merger to transfer

the Company's Licensing Business to a wholly owned subsidiary of Magnora. This

requires an extraordinary general meeting of shareholders in Magnora.

The Legacy Business is related to Magnora's historical business activities. In

2018, Magnora sold its formerly core business which included patents and related

technology rights associated with the FPSO technology business. However, Magnora

retained the right to use the technology under two existing agreements for two

FPSOs, one of which was already in operation (the Western Isles FPSO) and the

other soon to enter operations (The Penguins FPSO).

The Company currently receives payments for licensing out patents and associated

technology rights as mentioned above. Further information about its Legacy

Business has been provided regularly in its financial reporting and company

presentations.

Aligned with the stock exchange release dated 28 August 2023, and as a

consequence of the corporate restructuring mentioned above, the Licensing

Business will become a subsidiary. Following this restructuring, the Company

intends to spin off the Legacy Business to its shareholders as a new listed

company on the Oslo Stock Exchange. Irrespective of this, the strategic process

continues.

The demerger plan and the merger plan will be submitted for registration with

the Norwegian Register of Business Enterprises today. Further information and

the proposed resolutions will be included in the notice of the extraordinary

general meeting which is to be held in mid-February 2024. Initially, the

transactions will not result in any direct changes for the shareholders of

Magnora and no shareholder of Magnora will receive and own any new shares in any

company following completion of the demerger and triangular merger. However, the

Company intends to complete the necessary steps to spin off the company as

explained above. The Company will update the market with a schedule in due

course.

DISCLOSURE REGULATION

This information is subject to the disclosure requirements pursuant to section

5-12 of the Norwegian Securities Trading Act.

CONTACTS

* Erik Sneve, CEO, email: es at magnoraasa.com

* Torstein Sanness, Executive chairman, email: sanness at sf-nett.no

ABOUT MAGNORA ASA

Magnora ASA (OSE: MGN) has a legacy royalty business that is re-invested in

renewable energy development projects and companies. Magnora's portfolio of

renewable companies consists of Helios Nordic Energy AB, Kustvind AB, Magnora

Offshore Wind AS, Magnora Solar PV UK, Hafslund Magnora Sol AS, Magnora South

Africa, and AGV. The company is listed on the main list on Oslo Stock Exchange

under the ticker MGN.

ATTACHMENTS

Download announcement as PDF.pdf -

https://kommunikasjon.ntb.no/ir-files/17847805/2859/3979/Download%20announcement

%20as%20PDF.pdf

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