Self Storage Group

M&A Activity • Nov 9, 2023

Minimum Acceptance Condition Satisfied in T-C Storage Holdco AB's Recommended Voluntary Cash Offer to Acquire All of the Outstanding Shares in Self Storage Group ASA

Minimum Acceptance Condition Satisfied in T-C Storage Holdco AB's Recommended Voluntary Cash Offer to Acquire All of the Outstanding Shares in Self Storage Group ASA

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR

INDIRECTLY, INTO OR WITHIN CANADA, AUSTRALIA, NEW ZEALAND, SOUTH-AFRICA, HONG

KONG, JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD

BE UNLAWFUL

Oslo, 9 November 2023 - Reference is made to the offer document dated 11 October

2023 (the "Offer Document") for the recommended voluntary offer (the "Offer") by

T-C Storage HoldCo AB (the "Offeror") to acquire all of the issued and

outstanding shares (the "Shares") in Self Storage Group ASA (the "Company", OSE:

SSG) for NOK 40 per Share. The Offer is unanimously recommended by the board of

directors of the Company.

As of 15:45 (CET) on the date hereof, the Offeror has, through acceptances from

shareholders in the Company, as well as pre-acceptances from the shareholders

set out in section 3.5 ("Pre-Acceptances") of the Offer Document, received

acceptances of the Offer for a total of 93,842,482 Shares, which is equivalent

to approximately 99.12% of the share capital and voting rights in the Company.

Consequently, it is hereby announced that, subject to customary verification of

the foregoing, the condition for completion of the Offer relating to "Minimum

Acceptance", as set out in section 2.8 ("Conditions for Completion of the

Offer") of the Offer Document, has been satisfied. Pursuant to section 2.15

("Settlement") of the Offer Document, a separate announcement will be made

regarding settlement as soon as the Offer Period has expired (i.e., after 16:30

(CET) on the date hereof).

The complete terms and conditions for the Offer, including procedures for how to

accept the Offer and detailed information regarding settlement, are set out in

the Offer Document. Subject to regulatory restrictions in certain jurisdictions,

the Offer Document is available at the following webpage:

www.arctic.com/offerings and may be obtained free of charge during ordinary

business hours at the offices of the receiving agent, Arctic Securities AS,

Haakon VIIs gate 5, 0161 Oslo, Norway.

About the Offeror

The Offeror, T-C Storage HoldCo AB, is a private limited liability company

incorporated and existing under the laws of Sweden with registration number

559324-6720 and registered address Kungsgatan 30, våning 7, 111 35 Stockholm,

Sweden. The Offeror is an indirect wholly-owned subsidiary of Teachers Insurance

and Annuity Association of America, and is advised by Nuveen Asset Management

Europe S.à r.l.

Advisers

Arctic Securities is acting as financial advisor and Advokatfirmaet BAHR is

acting as legal advisor for the Offeror. ABG Sundal Collier is acting as

financial advisor and Advokatfirmaet Schjødt is acting as legal advisor for the

Company.

Important Notice

The Offer, the Offer Document and the distribution of this announcement and

other information in connection with the Offer may be restricted by law in

certain jurisdictions. The Offer Document and related acceptance forms have not

and may not be distributed, forwarded or transmitted into or within any

jurisdiction where prohibited by applicable law, including, without limitation,

Canada, Australia, New Zealand, South Africa, Hong Kong and Japan. The Offeror

does 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.

This announcement is not a tender offer document and, as such, does not

constitute an offer or the solicitation of an offer to acquire the Shares.

Investors may accept the Offer only on the basis of the information provided in

the Offer Document. Offers will not be made directly or indirectly in any

jurisdiction where either an offer or participation therein is prohibited by

applicable law or where any tender offer document or registration or other

requirements would apply in addition to those undertaken in Norway.

Shareholders of the Company must rely upon their own examination of the Offer

Document. 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 Offer.

Notice to U.S. Holders

U.S. Holders (as defined below) are advised that the Shares are not listed on a

U.S. securities exchange and that the Company is not subject to the periodic

reporting requirements of the U.S. Securities Exchange Act of 1934, as amended

(the "U.S. Exchange Act"), and is not required to, and does not, file any

reports with the U.S. Securities and Exchange Commission (the "SEC") thereunder.

The Offer will be made to holders of Shares resident in the United States ("U.S.

Holders") on the same terms and conditions as those made to all other holders of

Shares of the Company to whom an offer is made. Any information documents,

including the Offer Document, will be disseminated to U.S. Holders on a basis

comparable to the method that such documents are provided to the Company's other

shareholders to whom an offer is made. The Offer will be made by the Offeror and

no one else.

The Offer will be made to U.S. Holders pursuant to Section 14(e) and Regulation

14E under the U.S. Exchange Act as a "Tier II" tender offer, and otherwise in

accordance with the requirements of Norwegian law. Accordingly, the Offer will

be subject to disclosure and other procedural requirements, including with

respect to the offer timetable, settlement procedures and timing of payments,

that are different from those that would be applicable under U.S. domestic

tender offer procedures and law.

Pursuant to an exemption from Rule 14e-5 under the U.S. Exchange Act, the

Offeror and its affiliates or brokers (acting as agents for the Offeror or its

affiliates, as applicable) may from time to time, and other than pursuant to the

Offer, directly or indirectly, purchase or arrange to purchase, Shares or any

securities that are convertible into, exchangeable for or exercisable for such

Shares outside the United States during the period in which the Offer remains

open for acceptance, so long as those acquisitions or arrangements comply with

applicable Norwegian law and practice and the provisions of such exemption. To

the extent information about such purchases or arrangements to purchase is made

public in Norway, such information will be disclosed by means of an English

language press release via an electronically operated information distribution

system in the United States or other means reasonably calculated to inform U.S.

Holders of such information. In addition, the financial advisors to the Offeror

may also engage in ordinary course trading activities in securities of the

Company, which may include purchases or arrangements to purchase such

securities.

Neither the SEC nor any securities supervisory authority of any state or other

jurisdiction in the United States has approved or disapproved the Offer or

reviewed it for its fairness, nor have the contents of the Offer Document or any

other documentation relating to the Offer been reviewed for accuracy,

completeness or fairness by the SEC or any securities supervisory authority in

the United States. Any representation to the contrary is a criminal offence in

the United States.