Nel ASA

Share Issue/Capital Change • Sep 19, 2018

Nel ASA: Final result of the Subsequent Offering

Nel ASA: Final result of the Subsequent Offering

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR

INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES DIRECTLY OR

INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES OR ANYOTHER

JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE

UNLAWFUL.

Nel ASA: Final result of the Subsequent Offering

(Oslo, 19 September 2018) Reference is made to the stock exchange announcement

from Nel ASA ("Nel" or the "Company") published on 18 September 2018 regarding

the preliminary result of the subsequent offering of up to 15,000,000 new shares

(the "Offer Shares") in the Company at a subscription price of NOK 3.12 per

share (the "Subsequent Offering").

The subscription period in the Subsequent Offering expired on 18 September at

16:30 CET. By the end of the subscription period, the Company had received valid

subscriptions for a total of 69.7 million Offer Shares. Hence, 15 million Offer

Shares will be issued, and upon the registration of the new share capital, the

Company will have 1,113,551,382 shares issued, each of par value NOK 0.20.

Notifications of allocated Offer Shares in the Subsequent Offering and the

corresponding amount to be paid by each subscriber will be set out in a separate

letter to each subscriber to whom Offer Shares have been allotted. The

allocation letters are expected to be sent today. The due date for payment of

allocated Offer Shares is 21 September 2018. The shares are expected to be

delivered and listed on or about 26 September 2018 following the registration of

the share capital with the Norwegian Register of Business Enterprises.

The following primary insiders (or related parties thereof) of the Company have

ordered and been allocated shares in the Subsequent Offering:

Hanne Skaarberg Holen, Chair of the Board has been allocated 4,966 Offer Shares,

and will following completion hold 264,966 shares in the Company.

Ole Enger, member of the Board, has been allocated 4,955 Offer Shares, and will

following completion hold 144,955 shares in the Company.

Finn Jebsen, member of the Board, through Fatburet AS has been allocated 10,620

Offer Shares, and will following completion hold 310,620 shares in the Company.

Arctic Securities and Carnegie acted as managers in the Subsequent Offering.

Advokatfirmaet Schjødt AS acted as Norwegian legal counsel to the Company.

ENDS

For additional information, please contact:

Jon André Løkke, CEO, +47 9074 4949

Bent Skisaker, CFO, +47 468 21 693

About Nel | www.nelhydrogen.com

Nel is a global, dedicated hydrogen company, delivering optimal solutions to

produce, store and distribute hydrogen from renewable energy. We serve

industries, energy and gas companies with leading hydrogen technology. Since its

foundation in 1927, Nel has a proud history of development and continual

improvement of hydrogen plants. Our hydrogen solutions cover the entire value

chain from hydrogen production technologies to manufacturing of hydrogen fueling

stations, providing all fuel cell electric vehicles with the same fast fueling

and long range as conventional vehicles today.

Important information:

The release is not for publication or distribution, in whole or in part directly

or indirectly, in or into Australia, Canada, Japan or the United States

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

the District of Columbia).

This release is an announcement issued pursuant to legal information

obligations, and is subject of the disclosure requirements pursuant to section 5

-12 of the Norwegian Securities Trading Act. It is issued for information

purposes only, and does not constitute or form part of any offer or solicitation

to purchase or subscribe for securities, in the United States or in any other

jurisdiction. The securities mentioned herein have not been, and will not be,

registered under the United States Securities Act of 1933, as amended (the

"Securities Act"). The securities may not be offered or sold in the United

States except pursuant to an exemption from the registration requirements of the

Securities Act. The Company does not intend to register any portion of the

offering of the securities in the United States or to conduct a public offering

of the securities in the United States. Copies of this announcement are not

being made and may not be distributed or sent into Australia, Canada, Japan or

the United States. The issue, exercise, purchase or sale of subscription rights

and the subscription or purchase of shares in the Company are subject to

specific legal or regulatory restrictions in certain jurisdictions. Neither the

Company nor the Managers assume any responsibility in the event there is a

violation by any person of such restrictions.

The distribution of this release may in certain jurisdictions be restricted by

law. Persons into whose possession this release comes should inform themselves

about and observe any such restrictions. Any failure to comply with these

restrictions may constitute a violation of the securities laws of any such

jurisdiction. Carnegie is acting for the Company and no one else in connection

with the Private Placement and will not be responsible to anyone other than the

Company for providing the protections afforded to their respective clients or

for providing advice in relation to the Private Placement and/or any other

matter referred to in this release.

***