Scatec ASA

Share Issue/Capital Change • Mar 23, 2017

Contemplated private placement

Contemplated private placement

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

PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES,

AUSTRALIA, CANADA OR JAPAN, OR ANY OTHER JURISDICTION IN

WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE

UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF

ANY OF THE SECURITIES DESCRIBED HEREIN.

SSO - Contemplated private placement

23 March 2017

Scatec Solar ASA ("SSO" or the "Company") has retained ABG

Sundal Collier ASA, Carnegie AS and Nordea Bank AB (publ),

filial i Norge as Joint Bookrunners (the "Managers") to

advise on and effect a private placement of new shares

directed towards Norwegian and international investors after

the close of Oslo Stock Exchange today 23 March 2017

(the "Private Placement").

In the Private Placement, the Company is offering up to

9,380,000 new shares, representing approx. 10% of the

outstanding capital of the Company. The net proceeds from

the Private Placement will be used to increase the Company's

capacity to fund the equity portion of investments in

backlog and pipeline projects on top of the Company's

current self-funded growth capacity.

The subscription price in the Private Placement will be

determined through an accelerated bookbuilding process. The

minimum subscription and allocation in the Private Placement

has been set to the number of new shares that equals an

aggregate subscription price of at least the NOK equivalent

of EUR 100,000. The Company may however, at its sole

discretion, allocate an amount below EUR 100,000 to the

extent applicable exemptions from the prospectus requirement

pursuant the Norwegian Securities Trading Act and ancillary

regulations are available.

The bookbuilding period for the Private Placement will

commence today 23 March 2017 at 16:30 hours (CET) and close

on 24 March 2017 at 08:00 hours (CET). The Company may,

however, at any time resolve to close or extend the

bookbuilding period at its own discretion and for any reason

without any further notice.

The Company will announce the final number of shares placed

and the final subscription price in the Private Placement in

a stock exchange announcement expected to be published

before opening of trading on the Oslo Stock Exchange

tomorrow, 24 March 2017.

The shares allocated in the Private Placement are expected

to be settled through a delivery versus payment transaction

on a regular t+2 basis by delivery of existing and

unencumbered shares in the Company that are already listed

on the Oslo Stock Exchange pursuant to a share lending

agreement between the Company, the Managers and Scatec AS.

The completion of the Private Placement is subject to

approval by the Board of Directors of the Company pursuant

to an authorisation given by the Annual General Meeting held

4 May 2016. Advokatfirmaet Selmer DA is acting as legal

advisor for Scatec Solar ASA in connection with the Private

Placement.

For further information, please contact:

Mr. Raymond Carlsen, CEO, tel: +47 454 11 280,

raymond.carlsen@scatecsolar.com

Mr. Mikkel Tørud, CFO, tel: +47 976 99 144,

mikkel.torud@scatecsolar.com

About Scatec Solar:

Scatec Solar is an integrated independent solar power

producer, delivering affordable, rapidly deployable and

sustainable source of clean energy worldwide. A long term

player, Scatec Solar develops, builds, owns, operates and

maintains solar power plants, and already has an

installation track record of 600 MW.

The company is producing electricity from 322 MW of solar

power plants in the Czech Republic, South Africa, Rwanda,

Honduras and Jordan. With an established global presence,

the company is growing briskly with a project backlog and

pipeline of 1.8 GW under development in the Americas,

Africa, Asia and the Middle East. Scatec Solar is

headquartered in Oslo, Norway and listed on the Oslo Stock

Exchange under the ticker symbol 'SSO'.

To learn more, visit www.scatecsolar.com.

Important Notice

The contents of this announcement have been prepared by, and

are the sole responsibility of, the Company. The Company's

financial advisors are acting exclusively for the Company

and no one else, and will not be responsible to anyone other

than the Company for providing the protections afforded to

their respective clients, or for advice in relation to the

Private Placement, the contents of this announcement or any

of the matters referred to herein. The Private Placement and

the distribution of this announcement and other information

in connection with the Private Placement may be restricted

by law in certain jurisdictions. The Company assumes no

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 may not be used for, or

in connection with, and does not constitute, any offer of

securities for sale in the United States or in any other

jurisdiction.

The Private Placement has not been made in any jurisdiction

or in any circumstances in which such offer or solicitation

would be unlawful. This announcement is not for

distribution, directly or indirectly in or into any

jurisdiction in which it is unlawful to make any such offer

or solicitation to such person or where prior registration

or approval is required for that purpose. No steps have been

taken or will be taken relating to the Private Placement in

any jurisdiction in which such steps would be required.

Neither the publication and/or delivery of this announcement

shall under any circumstances imply that there has been no

change in the affairs of the Company or that the information

contained herein is correct as of any date subsequent to the

earlier of the date hereof and any earlier specified date

with respect to such information.

This announcement is not for publication or distribution,

directly or indirectly, in the United States (including its

territories and possessions, any state of the United States

and the District of Columbia). This announcement does not

constitute or form part of any offer or solicitation to

purchase or subscribe for securities in the United States.

Securities may not be offered or sold in the United States

absent registration or an exemption from registration. The

shares to be issued in the Private Placement have not been

and will not be registered under the United States

Securities Act of 1933, as amended (the "US Securities Act")

or with any securities regulatory authority of any state or

other jurisdiction of the United States, and may not be

offered or sold in the United States or to, or for the

account of, U.S. persons (as such term is defined in

Regulation S under the US Securities Act), except pursuant

to an effective registration statement under, or an

exemption from the registration requirements of, the US

Securities Act. All offers and sales outside the United

States will be made in reliance on Regulation S under the US

Securities Act. There will be no public offer of securities

in the United States.

This announcement does not constitute an offering circular

or prospectus in connection with an offering of securities

of the Company. Investors must neither accept any offer for,

nor acquire, any securities to which this document refers,

unless they do so on the basis of the information contained

in the investor material made available by the Company only

to qualified persons in certain jurisdictions where an offer

may be made (if an offer is made). This announcement does

not constitute an offer to sell or the solicitation of an

offer to buy or subscribe for, any securities and cannot be

relied on for any investment contract or decision.

This information is subject to the disclosure requirements

pursuant to section 5-12 of the Norwegian Securities Trading

Act.