Nordic Financials ASA — Share Issue/Capital Change 2016

Dec 7, 2016

Aega ASA: 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.

Aega ASA ("Aega" or the "Company") is contemplating a private placement of new shares (the "Private Placement") with total proceeds of minimum NOK 25 million and maximum NOK 40 million. The proceeds from the Private Placement will be used to finance further growth through acquisitions of new solar parks, to cover the additional liabilities to be assumed through the contemplated transaction with Aega Solar AS announced on 25 November 2016 (if completed) and for general corporate purposes.

Aega has engaged SpareBank 1 Markets AS and Pionor Kapital AS to act as joint managers and book runners (collectively referred to as the "Managers") to assist Aega in the Private Placement.

The Private Placement will be directed towards existing shareholders and Norwegian and international investors, in each case subject to applicable exemptions from relevant prospectus and registration requirements.

The subscription price in the Private Placement is set at NOK 3.00 per share. The application period commences today on 7 December 2016 and will close on 16 December 2016 at 16:30 hours CET. The Company, together with the Managers, reserve the right to close or extend the application period at any time at their sole discretion. The minimum subscription and allocation amount in the Private Placement has been set to the NOK equivalent of EUR 100,000, provided, however, that the Company may in its sole discretion, choose to direct a separate tranche of the Private Placement with a minimum subscription and allocation amount of NOK 100,000 to the extent applicable exemptions from the prospectus requirement pursuant to applicable regulations, including the Norwegian Securities Trading Act and ancillary regulations, are available to the Company. The allocation of shares will be determined at the end of the application period. The final allocation and completion of the Private Placement is subject to the decision of the Board of Directors, and will be made at the discretion of the Board of Directors, in consultation with the Managers.

Obtaining capital in order to finance the Company's acquisitions of new solar power plants is an important part of the Company's growth strategy. To achieve the Company's growth targets, it is deemed necessary to obtain capital from external investors. The waiver of the shareholders' preferential right to subscribe for the new shares is therefore considered necessary and in the common interest of the Company and its shareholders.. The Board of Directors will consider the need for an additional repair offering when the allocation of shares in the Private Placement has been determined.

The Company will announce the number of shares allocated in the Private Placement through a stock exchange announcement expected to be sent before the opening of Oslo Børs on or about 19 December 2016 February 2016 (subject to shortening or extension of the application period). Notification of allocation and payment instructions will be sent to the investors on or about 19 December 2016 (subject to shortening or extension of the application period). The payment date for the new shares is expected to be on or about 21 December 2016. Delivery of the new shares allocated in the Private Placement is expected to take place on or about 28 December 2016. The new shares to be issued in the Private Placement will be issued on a separate ISIN and not be tradable on Oslo Axess until the Company has prepared and published a listing prospectus to be approved by the Financial Supervisory Authority of Norway (Finanstilsynet), expected by mid-February 2017.

Aabø-Evensen & Co Advokatfirma AS is acting as legal advisors to the Managers in connection with the Private Placement.

For further information, please contact: Vegard Finstad, CEO Aega ASA, +47 911 92 132

This information is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.

This announcement is not and does not form a part of any offer for sale of any securities, and is for release, publication or distribution, directly or indirectly, in the United States, or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. Securities may not be sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended. Aega ASA does not intend to register its securities in the United States. The distribution of this announcement into jurisdictions other than Norway may be restricted by law. Persons into whose possession this announcement comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. This announcement has not been approved by any regulatory authority.