Borregaard — Capital/Financing Update 2016

Oct 25, 2016

Borregaard: Borregaard ASA contemplating bond buy-back

Borregaard: Borregaard ASA contemplating bond buy-back

Borregaard ASA (the "Company") is contemplating a buy-back of up to NOK 200

million nominal amount of the bond issue BRG01 (ISIN: NO0010704117) for cash

management purposes. Outstanding nominal amount is presently NOK 400 million,

and the bond issue matures on 26 February 2019.

The buy-back will be conducted as a "reverse Dutch auction", where the Company,

through the Managers, will receive sale offers for both volume(s) and price(s)

from bondholders on a confidential basis.

All bondholders (subject to legal constraints, if any) are hereby invited to

provide offers for sale of all or a portion of their bond holdings in BRG01

through submission of the attached bondholder's offer form (the "Bondholder's

Offer Form"). Offers of bonds may not be withdrawn prior to the Company's

deadline for acceptance.

Due date for submission of the Bondholder's Offer Form is set to 16:00 CET 26

October 2016. No submissions after this time will be valid.

The Company's deadline for acceptance is at 09:00 CET 27 October 2016.

Prior to the Company's acceptance deadline, the Company will decide upon which

volume it will accept to buy back (if any), and the corresponding buy-back price

(the "Buy-Back Price"). Buy-Back Price will be fixed as the highest price that

clears the volume the Company decides to buy.

All bondholders with offers equal to the Buy-Back Price, or lower, will receive

the Buy-Back Price on the volume the Company accepts to buy back at this price.

In the event that the total volume offered exceeds the maximum volume the

Company chooses to accept, a pro rata scale back will take place among the

bondholders which have offered their bond holdings at the Buy-Back Price. For

the avoidance of doubt, bondholders who offer their bond holdings at a price

lower than the fixed Buy-Back Price will receive full volume allocation at the

Buy-Back Price, while bondholders who offer their volume at the Buy-Back Price

may get a scale back of their offered volume.

Settlement date for this potential buy-back of bonds, including accrued

interest, will be 31 October 2016.

DNB Markets and SEB are acting as Managers for the buy-back offer.

In the attached Bondholder's Offer Form further details and restrictions related

to the offer are stated. Each bondholder must on its own consider if it is

covered by any restrictions that hinders it from participating in the offer.

The Bondholder's Offer Form is to be sent by e-mail to DNB Markets, Syndicate

and/or SEB, Debt Capital Markets no later than 16:00 CET 26 October 2016,

represented by:

DNB Markets   SEB

Jan Krogh-Vennemo, Petter Andreassen,

Tel: +47 24 16 90 15 Tel: +47 22 82 72 11

email: jan.vennemo@dnb.no   email: petter.andreassen@seb.no

The Company may, at its sole discretion, amend, extend, terminate or withdraw

the offer at any time until the time of expiry of this offer. Any prospective

changes to this offer will be announced on www.stamdata.no.

Attachment: Bondholder's Offer Form

For further information, please contact:

Borregaard ASA

Per Bjarne Lyngstad, CFO,

Tel: +47 95 24 45 15

This information is subject to the disclosure requirements pursuant to Section

5-12 of the Norwegian Securities Trading Act.