Edda Wind AS — Capital/Financing Update 2021

Nov 24, 2021

Edda Wind ASA – Bookbuilding successfully completed

Edda Wind ASA – Bookbuilding successfully completed

NOT FOR DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

Haugesund, 24 November 2021: Reference is made to the announcement on 16 November 2021, where Edda Wind ASA ("Edda Wind" or the "Company", OSE ticker code "EWIND") announced the terms of the initial public offering (the "Offering" or the "IPO") of its shares (the “Shares”). The Offering has been successfully completed.

In summary:

* The shares in the Offering were priced at NOK 30.75 per share (the “Offer Price”).

* The Company will raise NOK 875 million in gross proceeds through the issuance of 28,601,626 new Shares in the Offering (including the Share Purchase Program as further described below) (the “New Shares”) with gross proceeds increasing to approximately NOK 1bn assuming that the Over-allotment Option (as defined below) is exercised in full.

* The Offering attracted very strong interest and was substantially oversubscribed.

* The Managers (as defined below) have over-allotted 4,290,243 Shares (the “Additional Shares”, and together with the New Shares, the “Offer Shares”), representing approximately 15% of the total number of New Shares sold in the Offering, which have been lent from Østensjø Wind AS (“Østensjø”) and Wilhelmsen New Energy AS (“Wilhelmsen”) on a 50/50 basis for the purposes of facilitating delivery of over-allotted shares. Please see the attached form of notification and public disclosure by persons closely associated with primary insiders. The form and information therein is subject to the disclosure requirements in article 19 of the Regulation EU 596/2014 (the EU Market Abuse Regulation) and section 5-12 of the Norwegian Securities Trading Act.

* The total number of Offer Shares that will be sold in the offering is 32,891,869 Offer Shares, corresponding to gross proceeds of NOK 1,007 million (including over-allotted shares and Offer Shares subscribed by the Company’s Board of Directors and management, as further described below).

* Each of the existing shareholders, Østensjø and Wilhelmsen, will retain an ownership of 26.79% following completion of the Offering, assuming that the Over-allotment Option is not exercised – and 25.04% if the Over-allotment Option is exercised in full.

* Geveran Trading Co. Limited ("Geveran"), a company indirectly controlled by trusts established by Mr. John Fredriksen for the benefit of his immediate family, and Xclat Holdings Ltd (“Xclat”), a subsidiary of the Quantum Pacific Shipping group associated with Mr. Idan Ofer, will each have an ownership of approximately 10.56% following completion of the Offering, assuming that the Over-allotment Option is not exercised falling to 9.87% if the Over-allotment Option is exercised in full.

* Adrian Geelmuyden (nominated by and representing Geveran), Duncan Bullock (nominated by and representing Xclat) and Cecilie Serck-Hanssen will join the Company’s board of directors at the time of admission to trading on Oslo Børs. At such time, the board of directors will consist of Håvard Framnes (Chair), Jan Eyvin Wang, Toril Eidesvik, Martha Kold Bakkevig, Adrian Geelmuyden, Duncan Bullock and Cecilie Serck-Hanssen.

* The free float of Edda Wind following completion of the Offering will be approximately 25.3% if the Over-allotment Option is not exercised, increasing to approximately 30.2% if the Over-allotment Option is exercised in full.

* Following completion of the Offering, the Company will have more than 5,500 shareholders.

* The Offer Price implies a market capitalisation of the Company of approximately NOK 1.9 billion assuming that the Over-allotment Option is not exercised, increasing to NOK approximately 2.0 billion assuming that the Over-allotment Option is exercised in full.

* Trading in the Shares of Edda Wind on Oslo Børs is expected to commence on 26 November 2021.

Notifications of allocated Offer Shares and the corresponding amount to be paid by investors are expected to be communicated to investors on or about 25 November 2021. Investors in the institutional offering, as well as investors in the retail offering having access to investor services through their VPS manager, will be able to check the number of Offer Shares allocated to them from on or about 25 November 2021. Retail investors having subscribed for Offer Shares via Nordnet Bank AB ("Nordnet") will be able to check the number of Offer Shares allocated to them in their account with Nordnet from on or about 26 November 2021. The Managers may also be contacted for information regarding allocations.

As further described in the Prospectus, the Company has granted the Managers an Over-allotment Option (the “Over-allotment Option”), exercisable by ABG Sundal Collier ASA as stabilisation manager within 30 days from the first day of trading of the Company's shares on Oslo Børs, to cover any short position resulting from the over-allotments in the Offering following the stabilisation period. If the Over-allotment Option is exercised, up to 4,290,243 new shares will be issued by the Company at the Offer Price. A separate disclosure will be issued by the stabilisation manager regarding the over-allotment and stabilisation activities during the 30 days' stabilisation period.

With reference to the announcement on 17 November 2021, and in accordance with the Company’s share purchase program (the “Share Purchase Program”), eligible persons in the Company’s management and Board of Directors have subscribed for Offer Shares at a price 25% lower than the Offer Price (i.e. NOK 23.065), subject to a three-year lock-up period on such Shares. Pursuant to the terms as further described in the Prospectus, members of the Board of Directors and Management applying for Offer Shares through the Offering pursuant to the Share Purchase Program received full allocation for their applications up to a set maximum amount. In total, 585,363 of the New Shares were subscribed for under the Share Purchase Program, in accordance with the applications set out in the Company’s announcement of 17 November 2021. Please see separate stock exchange notification related to subscription of Offer Shares by the Company’s primary insiders.

Following registration of the share capital increases pertaining to the New Shares in the Norwegian Register of Business Enterprises (Nw.: Foretaksregisteret), the share capital of Edda Wind will be NOK 6,160,162.6, divided into 61,601,626 shares, each with a nominal value of NOK 0.10. If the Over-allotment Option is exercised in full, the share capital of the Company will be NOK 6,589,186.9, divided into 65,891,869 shares, each with a nominal value of NOK 0.10.

ABG Sundal Collier ASA and DNB Markets, a part of DNB Bank ASA, are acting jointly as joint global coordinators and joint bookrunners (collectively, the "Joint Global Coordinators") in the Offering. Clarksons Platou Securities AS is acting as joint bookrunner together with the Joint Global Coordinators (collectively, the "Managers"). Advokatfirmaet BAHR AS is acting as legal advisor to the Company. Advokatfirmaet Wiersholm AS is acting as legal advisor to the Managers.

For further queries, please contact:

Kenneth Walland, CEO Edda Wind

Phone: +47 916 93 418

E-mail: kenneth.walland@eddawind.com

Tom Johan Austrheim, CFO Edda Wind

Phone: +47 982 09 873

E-mail: tom.johan.austrheim@eddawind.com

ABOUT EDDA WIND

Edda Wind is a leading pure play offshore wind service company headquartered in Haugesund, Norway. The Company develops, builds, owns and operates purpose-built Service Operation Vessels (“SOV”) and Commissioning Service Operation Vessels (“CSOV”) for offshore wind farms worldwide. Edda Wind is creating the next generation of offshore wind service vessels and works closely with partners to develop new technologies to reduce emissions without compromising operational capabilities or cost competitiveness. As of today, the Company owns and operates two purpose-built offshore wind SOVs, operates one chartered frontrunner, and has six dedicated offshore wind vessels under construction – two offshore wind SOVs and four offshore wind CSOVs – with delivery from 2022. All newbuild vessels are prepared for zero-emission utilising liquid organic hydrogen carrier as an energy source.

IMPORTANT INFORMATION

This information does not constitute or form a part of any offer of securities for sale or a solicitation of an offer to purchase securities of the Company in the United States or any other jurisdiction. The securities of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"). The securities of the Company have not been, and will not be, registered under the U.S. Securities Act. Any sale in the United States of the securities mentioned in this communication will be made solely to "qualified institutional buyers" as defined in Rule 144A under the U.S. Securities Act. No public offering of the securities will be made in the United States.

In any EEA member state, other than Norway, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the EU Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA member state. The expression "EU Prospectus Regulation" means Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (together with any applicable implementing measures in any EEA member state).

In the United Kingdom, this communication is only addressed to and is only directed at Qualified Investors who (i) are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as "Relevant Persons"). These materials are directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this announcement relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Persons distributing this communication must satisfy themselves that it is lawful to do so.

Matters discussed in this announcement may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as "anticipate", "believe", "continue", "estimate", "expect", "intends", "may", "should", "will" and similar expressions. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond its control. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice.

This announcement is made by, and is the responsibility of, the Company. The Managers are acting exclusively for the Company and no one else and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, or for advice in relation to the contents of this announcement or any of the matters referred to herein.

Neither the Managers nor any of their respective affiliates makes any representation as to the accuracy or completeness of this announcement and none of them accepts any responsibility for the contents of this announcement or any matters referred to herein.

This announcement is for information purposes only and is not to be relied upon in substitution for the exercise of independent judgment. It is not intended as investment advice and under no circumstances is it to be used or considered as an offer to sell, or a solicitation of an offer to buy any securities or a recommendation to buy or sell any securities of the Company. Neither the Managers nor any of their respective affiliates accepts any liability arising from the use of this announcement.

Each of the Company, the Managers and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any statement contained in this announcement whether as a result of new information, future developments or otherwise.

The distribution of this announcement and other information may be restricted by law in certain jurisdictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions.