Major Shareholding Notification • Oct 12, 2023
Major Shareholding Notification
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Kahoot! ASA
LEI: 2549004957SZTRN8CW77
2. Reason for the notification (please tick the appropriate box or boxes):
[ ] An acquisition or disposal of voting rights
[x] An acquisition or disposal of financial instruments
[ ] An event changing the breakdown of voting rights
[ ] Other (please specify) iii:
| Name: | City and country of registered office (if applicable): |
||
|---|---|---|---|
| The Goldman Sachs Group, Inc. |
City and country of registered office (if applicable): Corpora tion Trust Centre, 1209 Orange Street, Wilmington DE 19801, USA |
||
4. Full name of shareholder(s) (if different from 3.)v :
Kangaroo BidCo AS*
*Name change from NFH 230436 AS subject to registration in the Norwegian Register of Business Enterprises.
| % of voting rights at tached to shares (to tal of 7.A) |
% of voting rights through financial instru ments (total of 7.B.1 + 7.B.2) |
Total of both in % (7.A + 7.B) |
Total number of voting rights of is suer vii |
|
|---|---|---|---|---|
| Resulting situation on the date on which threshold was crossed or reached |
0.02 | 82.38 | 82.40 | 492,836,049 |
| Position of previous notification (if appli cable) |
0 | 0 | 0 |

| Class/type of shares ISIN code (if possi ble) |
Number of voting rights ix |
% of voting rights | ||
|---|---|---|---|---|
| Direct (Art 9 of Directive 2004/109/EC) |
Indirect (Art 10 of Directive 2004/109/EC) |
Direct (Art 9 of Directive 2004/109/EC) |
Indirect (Art 10 of Directive 2004/109/EC) |
|
| NO0010823131 | 111,053 | 0.02 | ||
| SUBTOTAL A | 111,053 | 0.02 |
| B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC |
||||
|---|---|---|---|---|
| Type of financial in strument |
Expiration date x |
Exercise/ Conversion Periodxi |
Number of voting rights that may be acquired if the instrument is exer cised/ converted. |
% of voting rights |
| Acceptances of the voluntary offer by Kangaroo Bidco AS (the "Offer") on all shares (the "Shares") in Ka hoot!. Share ISIN: NO0010823131 |
The Offer shall be settled within 20 Business Days of the settlement notice, i.e. 9 November 2023, provided that the re maining closing con ditions of the offer re main fulfilled until settlement of the Of fer. |
N/A | 251,586,628 | 51.05 |
| Shares conditionally agreed to be ac quired by Kangaroo Bidco AS pursuant to an investment agreement dated 14 July 2023, Share ISIN: NO0010823131 |
The Shares shall be acquired in connec tion with the settle ment of the Offer. |
N/A | 148,015,955 | 30.03 |
| Securities Lending |
Open | 3,259,768 | 0.66 | |
| SUBTOTAL B.1 |
402,862,351 | 81.74 |

| B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC |
|||||
|---|---|---|---|---|---|
| Type of financial instrument |
Expiration date x |
Exercise/ Conversion Pe riod x i |
Physical or cash settlement xii |
Number of voting rights |
% of voting rights |
| Swap | 23/10/2023 | Cash | 1,983,735 | 0.40% | |
| Swap | 30/04/2024 | Cash | 437,562 | 0.09% | |
| Swap | 06/07/2032 | Cash | 284,688 | 0.06% | |
| Swap | 07/07/2032 | Cash | 199,000 | 0.04% | |
| Swap | 26/05/2026 | Cash | 101,915 | 0.02% | |
| Swap | 10/02/2026 | Cash | 61,111 | 0.01% | |
| Swap | 13/07/2033 | Cash | 50,737 | 0.01% | |
| Swap | 13/07/2033 | Cash | 1,429 | 0.0003% | |
| Swap | 26/07/2033 | Cash | 1,200 | 0.0002% | |
| Swap | 12/05/2033 | Cash | 611 | 0.0001% | |
| SUBTOTAL B.2 | 3,121,987 | 0.63 |
8. Information in relation to the person subject to the notification obligation (please tick the applicable box):
[ ] Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer.xiii
[x] Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entityxiv:
| Namexv | % of voting rights if it equals or is higher than the notifiable threshold |
% of voting rights through financial in struments if it equals or is higher than the notifiable threshold |
Total of both if it equals or is higher than the notifiable threshold |
|---|---|---|---|
| The Goldman Sachs Group, | |||
| Inc. | |||
| Goldman Sachs (UK) L.L.C. |

| Goldman Sachs Group UK Limited |
||
|---|---|---|
| Goldman Sachs International | ||
| The Goldman Sachs Group, Inc. |
||
| Goldman Sachs & Co. L.L.C. | ||
| The Goldman Sachs Group, Inc. |
||
| Goldman Sachs Bank USA | ||
| Goldman Sachs Bank Europe SE |
||
| West Street Capital Partners VIII |
||
| Offshore, L.P. | ||
| West Street Capital Partners VIII |
||
| Europe, SLP | ||
| West Street Capital Partners VIII, L.P. |
||
| WSCP VIII Offshore Investments, SLP |
||
| WSCP VIII Investments B Sarl |
||
| West Street Capital Partners VIII |
||
| - Parallel, L.P. |
||
| West Street Capital Partners VIII |
||
| - Parallel B S.à r.l. |
||
| West Street Private Markets 2023, L.P. |
||
| West Street Private Markets 2023 Offshore, SLP |
||
| West Street Private Markets | ||
| 2023 Offshore B SCSp | ||
| West Street Private Markets | ||
| Equity 2023 Aggregator S.A.R.L. |

| West Street Alternatives Mas | ||
|---|---|---|
| ter | ||
| Equity Partners SCSp | ||
| West Street Alternatives Mas | ||
| ter | ||
| Equity 1 Investments S.à r.l. | ||
| West Street Alternatives Mas | ||
| ter | ||
| Equity 2 Investments S.à r.l. | ||
| ELQ Lux Holding S.à r.l. | ||
| Kangaroo Topco S.à r.l. | ||
| Kangaroo Holdco AS | ||
| Kangaroo Finco AS | ||
| Kangaroo Midco AS | ||
| Kangaroo Bidco AS | 81.08% | |
9. In case of proxy voting: [name of the proxy holder] will cease to hold [% and number] voting rights as of [date]
.
General email contact: [email protected]
Done at London on 11/10/2023

Annex: Notification of major holdings (only to be filed with competent authority and not with the relevant issuer)
| A: Identity of the person subject to the notification obligation |
|---|
| Full name (including legal form for legal entities) |
| The Goldman Sachs Group, Inc. |
| Contact address (registered office for legal entities) |
| Corporation Trust Center, 1209 Orange Street, Wilmington DE 19801, USA |
| [email protected] |
| Phone number / Fax number |
| +44 207 051 3075 |
| Other useful information (at least legal a contact person for legal persons) |
| Alexandra J Wessel |
| Email: [email protected] |
| Tel: +44 207 774 5006 |
Full name
Goldman Sachs International
Contact address
25, Shoe Lane, Plumtree Court, London, EC4A 4AU, UK
Other useful information (e.g. functional relationship with the person or legal entity subject to the notification obligation)
Goldman Sachs International is an indirect wholly owned subsidiary of The Goldman Sachs Group, Inc.
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