Nel ASA

Major Shareholding Notification • Jun 4, 2019

NEL ASA: SALE OF 70 MILLION SHARES IN NEL ASA BY F9 INVESTMENTS LLC

NEL ASA: SALE OF 70 MILLION SHARES IN NEL ASA BY F9 INVESTMENTS LLC

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR IN ANY JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

NEL ASA: SALE OF 70 MILLION SHARES IN NEL ASA BY F9 INVESTMENTS LLC

Reference is made to the stock exchange notice published on 3 June 2019 regarding the contemplated sale of up to 113 million shares in Nel ASA (“Nel” or the “Company”) by F9 Investments LLC ("F9 Investments") and H2 Holding ApS (“H2 Holding”).

F9 Investments has today sold 70,000,000 shares in Nel representing approximately 5.76% of the share capital in Nel by way of an accelerated bookbuilding process (the “Placing”), at a price of NOK 7.47 per share.

F9 Investments, LLC ("F9 Investments") is controlled by Tom Sullivan, the founder of Proton OnSite which was acquired by Nel in 2017.

Prior to the Placing, F9 Investments LLC owned 73,069,357 shares in Nel ASA, representing 6.02% of the share capital in the Company. Following the Placing, F9 Investments holds 3,069,357 shares in Nel ASA, representing 0.25% of the share capital in the Company. Accordingly, F9 Investments has crossed below the 5% threshold. The remaining shares will be subject to a customary lock-up agreement until 4 December 2019.

Arctic Securities AS and Carnegie AS acted as joint bookrunners in connection with the Placing.