Gram Car Carriers ASA

Share Issue/Capital Change • Mar 1, 2022

Gram Car Carriers ASA: End of stabilisation and exercise of greenshoe option

Gram Car Carriers ASA: End of stabilisation and exercise of greenshoe option

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED

STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE

UNITED STATES OF AMERICA AND THE DISTRICT OF COLUMBIA) (THE "UNITED STATES"),

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.

Reference is made to the announcement on 31 January 2022 regarding potential

stabilisation activities in respect of the shares in Gram Car Carriers ASA

("GCC" or the "Company") in connection with the private placement of shares in

the Company (the "Offering") and the admission to trading of the Company's

shares on Euronext Growth Oslo.

Pareto Securities AS (the "Stabilisation Manager"), acting as stabilisation

manager in connection with the Offering on behalf of the Managers (as defined

below), hereby gives notice that the stabilisation period initiated on

31 January 2022 has now ended. No stabilisation activities have been undertaken.

In order to permit redelivery of shares in the Company which were borrowed and

over-allotted in the Offering, the Stabilisation Manager has today, 1 March

2022, exercised its option to purchase from F. Laeisz GmbH ("F. Laeisz") 883,103

shares (ISIN NO0011109563), at the offer price in the Offering of NOK 53.00 per

share (the "Offer Price").

As a consequence of the above, F. Laeisz will today, outside a trading venue,

sell 883,103 shares at the Offer Price and retain a shareholding of 7,252,255

shares, equivalent to approx. 25.25% of the Company's total number of shares and

votes.

Fearnley Securities AS and Pareto Securities AS acted as joint global

coordinators and joint bookrunners (the "JGCs"), and Clarksons Platou Securities

AS, Nordea Bank Abp, filial i Norge, Skandinaviska Enskilda Banken AB (publ)

(Oslo Branch), and Swedbank Norge, Norwegian branch of Swedbank AB (publ) (in

cooperation with Kepler Cheuvreux S.A) acted as joint bookrunners in the

Offering (together with the JGCs, the "Managers").

For further information, please contact:

Pareto Securities AS

Martin Øberg Sjøstedt

Tel: +47 22 87 87 14

This information is published in accordance with the disclosure requirements

pursuant to article 6 no. 3 and article 8 (f) of Commission Delegated Regulation

(EU) 2016/1052.

Important notice:

This announcement does not constitute or form a part of any offer of securities

for sale or a solicitation of an offer to purchase securities of Gram Car

Carriers ASA 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, 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 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.

The information in this announcement speak only as at its date. 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 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. 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.

Certain figures contained in this document, including financial information, may

have been subject to rounding adjustments. Accordingly, in certain instances,

the sum or percentage change of the numbers contained in this document may not

conform exactly with the total figure given.

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. Specifically, neither this announcement nor

the information contained herein is for publication, distribution or release, in

whole or in part, directly or indirectly, in or into or from the United States

(including its territories and possessions, any State of the United States and

the District of Columbia), Australia, Canada, Hong Kong, Japan or any other

jurisdiction where to do so would constitute a violation of the relevant laws of

such jurisdiction. The publication, distribution or release of this announcement

may be restricted by law in certain jurisdictions and persons into whose

possession any document or other information referred to herein comes should

inform themselves about and observe any such restriction. Any failure to comply

with these restrictions may constitute a violation of the securities laws of any

such jurisdiction.