Hexagon Composites — Capital/Financing Update 2010

Dec 14, 2010

Dette brevet til obligasjonseierne er kun utarbeidet på engelsk. For ytterligere informasjon vennligst ta kontakt med Norsk Tillitsmann ASA på telefon +47 22 87 94 00.

To the bondholders in:

ISIN NO 001032289.4 – FRN Hexagon Composites ASA Callable Open Bond Issue 06/11

Oslo, 14 December 2010

Summons to Bondholders’ Meeting – Proposal for early redemption

Norsk Tillitsmann ASA (“NTM”) acts as trustee for the holders of bonds (the “Bonds”) in the above-mentioned loan (the “Bond Loan”) with ISIN NO 001032289.4 where Hexagon Composites ASA (“Hexagon” or the “Company”) is the borrower.

All capitalized terms used herein shall have the meaning assigned to them in the loan agreement related to the Bond Loan (the “Bond Loan Agreement”) or the summons to this Bondholders’ meeting unless otherwise stated.

The information in this summons regarding the Company and market conditions are provided by the Company, and NTM expressly disclaims all liability whatsoever related to such information.

1. BACKGROUND

The Company wishes to offer the Bondholders an early redemption of the Bond Loan.

2. PROPOSAL

The Company proposes (the Proposal) to redeem in full and at 100.60%, plus accrued interest, the Bond Loan on 27 December 2010 by changing the Maturity Date to 27 December 2010.

3. EVALUATION OF THE PROPOSAL

The Company’s evaluation

In the Company’s opinion, the Proposal represents an attractive solution for the Bondholders given the short time to maturity.

NTM’s evaluation

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NTM points out that the Bondholders individually and independently have to evaluate the Proposal based on available information.

For further information about the Company, please refer to www.hexagon.no.

The Company has engaged DnB NOR Bank ASA, DnB NOR Markets (the "Arranger") to arrange for and execute the early redemption. Bondholders may accordingly contact DnB NOR Markets Debt Capital Markets / Fixed Income Sales at +47 22 01 77 88 / +47 22 01 77 89 for further information. The Arranger is acting solely for the Company and no-one else in connection with the Proposal. No due diligence investigations have been carried out by the Arranger with respect to the Company and the Arranger expressly disclaim any and all liability whatsoever in connection with the Proposal.

4. SUMMONS TO A BONDHOLDERS' MEETINGS

Based on the above information, a Bondholders' meeting in the Loan is summoned:

Time: 22 December 2010 at 12:00 (Oslo time)

Place: the premises of Norsk Tillitsmann ASA, Haakon VII's gate 1, Oslo (Norway)

Agenda:

1. Approval of the summons
2. Approval of the agenda
3. Election of two persons to sign the minutes together with the chairman
4. Consent to the Proposal:

A. Proposed resolution

The Bondholders' meeting accepts 100.60 % of par, plus accrued interest, as full and final settlement of the Bond Loan on 27 December 2010. The accrued interest shall be paid based on ordinary Ex-coupon date which is 13 December 2010. Record date for the principal shall be 22 December 2010.

B. Effectiveness and execution of the resolution:

Norsk Tillitsmann ASA is given the power of attorney to enter into the necessary agreements in connection with decisions made by the Bondholders' meetings as well as to carry out the necessary completion work.

According to the Bond Loan Agreement, the abovementioned Proposal requires a qualified majority of 2/3 of the Loan represented at the Bondholders' meeting voting in favor of such proposals and a minimum 2/10 of the outstanding Bond Loan being represented at the meeting. Bondholders may be represented in person or by proxy.

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Please find attached a bondholder's form (the "Bondholder's Form") from the Securities Depository ("VPS"), indicating your bondholding at the printing date. The Bondholder's Form will serve as proof of ownership of the Bonds and of the voting rights at the Bondholders' meeting. If the Bonds are held in custody – i.e. the owner is not registered as owner in VPS – the custodian must confirm (i) the ownership of the Bonds, (ii) the aggregate nominal amount of the Bonds and (iii) the account number in VPS on which the Bonds are registered.

Each Bondholder may authorize NTM to vote on its behalf, in which case the completed Bondholder's Form also serves as a proxy. A duly signed Bondholder's Form, authorizing NTM to vote, must for this purpose be returned to NTM in due time before the scheduled date of the Bondholders' meeting. The Bondholder's Form may be sent in copy by e-mail, facsimile or post – please see the first page of this letter for further details.

In the event any Bonds have been transferred to a new owner after the Bondholder's Form was issued, the new owner must bring to the Bondholders' meeting or enclose with the proxy (as the case may be) evidence which, in the reasonable opinion of NTM, is sufficient to establish the ownership of the Bonds.

For practical purposes, we request those who intend to attend the Bondholders' meeting, either in person or by proxy (other than to NTM), to notify NTM by telephone or by e-mail (as set out in the first page of this letter) by 16:00 hours (4.00 p.m.) (Oslo time) the Banking Day before the meeting takes place.

Yours Sincerely,

For Norsk Tillitsmann ASA

Fredrik Lundberg

Enclosure:

• Bondholder's Form.