Arribatec Group ASA

Share Issue/Capital Change • Nov 19, 2020

Preliminary result of the Subsequent Offering

Preliminary result of the Subsequent Offering

Preliminary result of the Subsequent Offering

Oslo, 19 November 2020

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES 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.

Reference is made to the stock exchange announcement by Arribatec Solutions ASA ("Arribatec" or the "Company") on 12 November 2020 regarding the commencement of a subsequent offering of up to 32,855,000 new shares (the “Offer Shares”) (the “Subsequent Offering”) and an employee offering of up to 10,000,000 new shares (the “Employee Offer Shares”) (the “Employee Offering”).

The subscription period in the Subsequent Offering and the Employee Offering expired today, 19 November 2020, at 16:30 hours (CEST). The Company has received subscriptions for 134,964,501 Offer Shares from eligible shareholders in the Subsequent Offering and the Subsequent Offering has accordingly been significantly oversubscribed. In addition, the Company has received subscriptions for 16,121,048 Employee Offer Shares.

The allocation of the Offer Shares will be resolved by the Company's board of directors in accordance with the allocation criteria set out in the Company's National Prospectus dated 27 October 2020. Notifications of allocated Offer Shares and the corresponding subscription amount to be paid by each subscriber are expected to be distributed on or about 20 November 2020. Payment for the allocated shares falls due on 24 November 2020 in accordance with the payment procedures described in the National Prospectus.

Subject to timely payment of the entire subscription amount in the Subsequent Offering, the Company expects that the share capital increase pertaining to the Subsequent Offering will be registered with the Norwegian Register of Business Enterprises on or about 25 November 2020 and that the Offer Shares will be delivered to the Norwegian Central Securities Depository ("VPS") accounts of the subscribers to whom they are allocated on or about 26 November 2020. The Offer Shares will be tradable immediately after the registration of the share capital with the Norwegian Register of Business Enterprises.

Completion of the Subsequent Offering and the Employee Offering is conditional upon registration of the reduction of the approved reduction of the par value of the Company’s shares to NOK 0.28. Should the condition fail to be fulfilled after payment of the subscription price, the amount will be returned to the subscriber.

Following the issuance and registration of the consideration shares to the sellers of Arribatec AS, the Offer Shares and the Employee Shares, the share capital of the Company will be NOK 103,203,332.68 divided into 368,583,331 shares, each with a par value of NOK 0.28 (subject to allocation and payment for all the subscribed Offer Shares and Employee Offer Shares).

The following primary insider (or related parties thereof) of the Company has subscribed for Employee Offer Shares in the Employee Offering:

- Per Ronny Stav, Chief Executive Officer, has subscribed for 300,000 Employee Offer Shares through Arriba Invest AS

- Lars H. Olsen, Director BI & Analytics, has subscribed for 2,000,000 Employee Offer Shares

- Else Thoresen, Director Group HR, has subscribed for 1,590,000 Employee Offer Shares

- Jhonny Sharma, Director Operational Excellence, has subscribed for 1,063,830 Employee Offer Shares through WKUP AS

- Mariette Larsson, Director Sweden, has subscribed for 300,000 Employee Offer Shares

- Trude Halvorsen, CEO Americas, has subscribed for 300,000 Employee Offer Shares

- Joar Aarenes, Director ERP Norway, has subscribed for 265,000 Employee Offer Shares

- Anders Hauan, Director R&D, has subscribed for 150,000 Employee Offer Shares

- Tom Vandezande, Director Int. Business Development, has subscribed for 120,000 Employee Offer Shares

- Henrik Lie-Nielsen, Board member, has subscribed for 1,000,000 Employee Offer Shares through Reaktor Returns AS

- Geir Johansen, Board member in Arribatec AS, has subscribed for 500,000 Employee Offer Shares through Finance Resources GJ AS

Carnegie AS act as manager in the Subsequent Offering (the “Manager”).

For further information, please contact:

Ranveig Strand - interim CFO,

email: Ranveig@ferncliff.no.

Tel.: +47 405 10 727

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

Important information

The release is not for publication or distribution, in whole or in part directly or indirectly, in or into Australia, Canada, Japan or the United States (including its territories and possessions, any state of the United States and the District of Columbia). This release is an announcement issued pursuant to legal information obligations, and is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act. It is issued for information purposes only, and does not constitute or form part of any offer or solicitation to purchase or subscribe for securities, in the United States or in any other jurisdiction. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "US Securities Act"). The securities may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the US Securities Act. The Company does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States. Copies of this announcement are not being made and may not be distributed or sent into Australia, Canada, Japan or the United States.

The issue, subscription or purchase of shares in the Company is subject to specific legal or regulatory restrictions in certain jurisdictions. Neither the Company nor the Manager assume any responsibility in the event there is a violation by any person of such restrictions. The distribution of this release may in certain jurisdictions be restricted by law. Persons into whose possession this release 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.

The Manager is acting for the Company and no one else in connection with the Private Placement and will not be responsible to anyone other than the Company providing the protections afforded to their respective clients or for providing advice in relation to the Private Placement and/or any other matter referred to in this release.

Forward-looking statements: This release and any materials distributed in connection with this release may contain certain forward-looking statements. By their nature, forward-looking statements involve risk and uncertainty because they reflect the Company's current expectations and assumptions as to future events and circumstances that may not prove accurate. A number of material factors could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements. This information is subject to the disclosure requirements pursuant to section 5 -12 of the Norwegian Securities Trading Act.