DNB Bank ASA — M&A Activity 2025

Mar 5, 2025

Fulfillment of the conditions for DNB Bank ASA's acquisition of Carnegie

Fulfillment of the conditions for DNB Bank ASA's acquisition of Carnegie

DNB Bank ASA ("DNB") refers to the stock exchange notice published 21 October

2024, where it was announced that DNB has entered into an agreement to purchase

all the shares in Carnegie Holding AB - the parent company in the Carnegie Group

("Carnegie") - from the private equity fund Altor and other shareholders.

Completion of the transaction requires approvals from authorities in several

jurisdictions. It has now been clarified that the transaction will be completed,

since all the necessary approvals have been obtained. Completion is expected to

occur 6 March 2025.

DNB shall pay a total consideration of SEK 12 billion. In addition, the purchase

price will be adjusted for Carnegie's capital surplus at the time of the

transaction, calculated on the basis of Carnegie's normalized common equity tier

1 ratio at the time of the completion of the transaction. Furthermore, the

shares of the minority shareholders in the subsidiaries of Carnegie Holding AB

will be acquired as part of the transaction, for a total consideration of

approximately SEK 300 million.

For the time being, DNB and Carnegie will continue to operate as is. Following

completion of the acquisition, there will be a gradual legal and operational

integration of the business, including the implementation of the new brand, DNB

Carnegie.

For further information, please contact Rune Helland, Head of Investor

Relations, tel.: (+47) 23 26 84 00 / (+47) 97 71 32 50.