Nordic Financials ASA — M&A Activity 2020

Jun 8, 2020

Detailed Stock Exchange Announcement

This is a detailed announcement under section 3.4 of the "Continuing obligations of stock exchange-listed companies".

Aega ASA (Aega) has through a wholly owned subsidiary (NORITA INVEST S.r.l.) entered a preliminary share purchase agreement with Sunrock Assets I B.V and C6. TV Srl. to buy a 1 MWp solar park in Sardinia, Italy. Aega estimates that the final signing of the transaction will take place on or before 31. July 2020. Both parties can still withdraw from the deal, however, it will trigger a compensation clause.

1. The Transaction and consideration

Aega ASA has on 29 May 2020 signed a contract to acquire all shares in Villapiana Fotovoltaico S.r.l., which owns a 1 MW solar plant in Sardinia, Italy, from the builders of the solar park. The acquisition is expected to be completed and settlement for the acquisition is expected to be done on or before 31 July 2020. Aega's funding of the project will be through existing cash. EUR 10.000 is to be paid for the share capital and EUR 1.677.356 to existing shareholder loans. After the transaction the investment on AEGA´s hand will be free of debt.

1. Description of the business to which the Transaction applies

The 1 MW solar park in Sardinia is an elevated ground mounted power plant, conto energia feed-in tariff, is eight years into its 20-year concession period and delivers an internal rate of return (IRR) in line with Aega's current assets and the group's overall investment target.

After the acquisition the Chairman of the group Mr. Halldor Tjoflaat will be appointed CEO and constitute the Board of Directors in Villapiana Fotovoltaico S.r.l. There are no employees in the acquired company.

Key figures:

Villapiana Fotovoltaico S.r.l. is a special purpose company established in Q4 2012.

Euro	2019*	2018	2017
Operating revenue	317 864	309 451	369 216
Operating result (EBITDA)	249 862	234 858	260 700
Debt outstanding end of year	2 713 975	2 905 267	2 289 193
Total assets	2 826 694	2 998 540	2 370 550

*2019 numbers are preliminary.

The revenue and contribution from Villapiana Fotovoltaico S.r.l. in 2020 to AEGA is expected to come in around Euro 315 000 and the operating result (EBITDA) is estimated to Euro 210 000. These numbers will be affected by, among other factors, electricity prices.

There are no significant off-balance assets or liabilities.

3. The significance of the Transaction to the Aega

Through this transaction, Aega shows capability to find attractive assets in Italy. This is the second purchase after the portfolio sale in August 2019. Aega has the infrastructure and partners to quickly get this plant optimized and will continue to look opportunistic on further acquisitions.

1. Agreements for the benefit of executive management or board members in connection with the Transaction:

Nothing to note.

***

About Aega

Aega ASA is an investment company that acquires and operate solar power plants. The company recently sold portfolio of eight individual solar parks in Italy and is now rebuilding its solar portfolio. The company focuses on acquisitions of smaller existing and operating solar parks (below 5MW capacity), meeting strict investment criteria defined by the company. Aega has its operating offices in Oslo, Norway, and Trento, Italy. The company's shares are listed on Oslo Axess.