Crayon Group Holding — Major Shareholding Notification 2021

Jun 30, 2021

Crayon - Completion of secondary placing and disclosure of large shareholding

Crayon - Completion of secondary placing and disclosure of large shareholding

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR IN ANY JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

30 June 2021. Reference is made to the stock exchange announcement of yesterday, 29 June 2021, at 16:30 (CEST) regarding the contemplated secondary placing by OEP ITS Holding B.V. (“OEP ITS” or the “Vendor”) of existing shares in Crayon Group Holding ASA (“Crayon” or the “Company”).

The Vendor has today, 30 June 2021, sold 8,400,000 shares in Crayon, representing approximately 10 percent of the share capital and the voting rights in Crayon, at a price per share of NOK 118 (the “Placing”). The shares were sold through an accelerated bookbuilding process managed by SpareBank 1 Markets AS (the “Manager”).

After the Placing, OEP ITS owns 15,700,307 shares in Crayon, representing approximately 18.7% percent of the share capital and voting rights.

OEP ITS has entered into a customary lock-up agreement with the Manager for its remaining shares in the Company valid for 90 days.

This information is subject to the disclosure requirements pursuant to Section 4-2 the Norwegian Securities Trading Act.

Important Notice

The distribution of this announcement and the offer and sale of the shares in certain jurisdictions may be restricted by law. The shares may not be offered to the public in any jurisdiction in circumstances which would require the preparation or registration of any prospectus or offering document relating to the shares in such jurisdiction. No action has been taken by the Manager or any of its affiliates that would permit an offering of the shares or possession or distribution of this announcement or any other offering or publicity material relating to such securities in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This press release is for information purposes only and does not constitute or form a part of an offer to sell or a solicitation of an offer to purchase any security of the Company in the United States or in any other jurisdiction where such offer or solicitation is unlawful. The securities of the Company described in this press release have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or any applicable state or foreign securities laws and may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act. There will be no public offering of securities in the United States.