Nel ASA

Share Issue/Capital Change • Oct 17, 2014

Approved Prospectus

Approved Prospectus

Reference is made to the stock exchange announcement by Diagenic ASA

(the "Company" or "Diagenic") on 9 October 2014 containing minutes from

an extraordinary general meeting which included, among other

resolutions, the approval of the acquisition of New NEL Hydrogen Holding

AS ("NEL Hydrogen").

The Financial Supervisory Authority of Norway has today approved a

prospectus prepared by the Company covering the following:

Listing of 123,076,923 Consideration Shares to be issued in connection

with the acquisition of NEL Hydrogen.

Listing of 53,846,154 New Shares to be issued in connection with the

completed Private Placement

Offering and listing of 53,846,154 Offer shares with tradable

subscription rights for existing shareholders of the Company as per the

end of 9 October 2014 ("Rights Issue").

The Rights Issue comprises an offering of 53,846,154 offer shares at a

subscription price of NOK 0.65, corresponding to gross proceeds of

approximately NOK 35 million. The Rights Issue will be directed towards

the Company's shareholders as of close of the Oslo Stock Exchange on 9

October 2014, as registered in the Norwegian Central Security Depository

(VPS) on 13 October 2014 who are not resident in a jurisdiction where

such offering would be unlawful, or for jurisdictions other than Norway,

would require any filing, registration or similar action. Regarding

further restrictions in respect of who may be allocated or permitted to

acquire or exercise Subscription Rights/subscribe for Offer Shares,

reference is made to section 6.5.5 "Subscription Rights" and Section 20

"Selling and Transfer Restrictions" in the Prospectus.

Subscription period:

From and including 21 October 2014 to 4 November at 16:30 hours (CET).

Subscription Price:

The subscription price in the Rights Issue is NOK 0.65 per Offer Share.

Subscription Rights:

The Subscription Rights will be fully tradable and listed on the Oslo

Stock Exchange with ticker code "NEL T". The trading period for the

Subscription Rights is from and including 21 October 2014 to 31 October

2014 at 16:30 hours (CET).

The Subscription Rights are expected to have an economical value. Please

note that Subscription Rights that are not used to subscribe for Offer

Shares before the end of the Subscription Period or sold before 16:30

hours (CET) on 31 October 2014 will lapse without compensation and

consequently be of no value.

The Rights Issue is fully underwritten by large shareholders of the

Company and some external investors. For further information regarding

the underwriter agreement, please see section 6.5.17 "The Underwriting

and the Underwriting Syndicate" in the Prospectus.

The Rights Issue is managed by Carnegie AS.

The Prospectus together with the Subscription Form will be available at

www.diagenic.com and www.carnegie.no, and will also be available free of

charge at the business offices of the Company and Carnegie. Norwegian

investors with a VPS account can in addition subscribe for Offer Shares

online at www.carnegie.no.

This information is subject of the disclosure requirements pursuant to

section 5-12 of the Norwegian Securities Trading Act.

For further information, please contact:

Lars Christian Stugaard

Acting CEO

+47 23 01 49 06 / +47 47 63 05 22

lars.christian.stugaard@diagenic.com