NRC Group — M&A Activity 2015

Nov 9, 2015

NRC Group acquires Segermo with settlement in shares and cash financed by an underwritten private placement and finalizes the previously announced acquisitions of Litz and Elektrobyggnad

NRC Group acquires Segermo with settlement in shares and cash financed by an underwritten private placement and finalizes the previously announced acquisitions of Litz and Elektrobyggnad

In summary:

- NRC Group ASA ("NRC Group" or the "Company")

acquires the rail groundwork contractor Segermo

Entreprenad Aktiebolag ("Segermo") for SEK 224.7

million settled with SEK 100 million in consideration

shares with the remainder in cash (the "Acquisition")

- The net cash position of Segermo as of 30

September 2015 was SEK 32 million, resulting in an

enterprise value of Segermo of approximately NOK 193

million

- In order to finance the cash component of the

Acquisition and to raise additional equity for the

further development of the Company, NRC Group intends

to effect a private placement of new shares and shares

held in treasury with target gross proceeds of up to

NOK 185 million (the "Private Placement") of which

approximately NOK 111 million, representing 10% of the

outstanding capital, is underwritten by several

existing shareholders, including Datum and Urbex

Invest AS, as well as new external investors

- The price in the Private Placement, which is

expected to be executed during week 46, has been set

to NOK 40.00 per share

- NRC Group has entered into final transaction

documents for the previously announced acquisitions of

Litz Entreprenad AB ("Litz") and Elektrobyggnad

Sverige AB ("Elektrobyggnad") with expected

completions later today

- NRC Group will hold a presentation of its

acquisition of Segermo and present its Q3 2015 report

today at 12:30 at Hotel Continental

NRC Group is a fully integrated rail infrastructure

contractor covering the Norwegian and Swedish market.

The acquisitions of Segermo, Litz and Elektrobyggnad

will further strengthen the Company's competitive

position within the railway sector.

For information about the acquisitions of Segermo,

Litz and Elektrobyggnad, please refer to the attached

extended stock exchange release.

For further information, please contact:

Kristian Lundkvist, Chairman of the Board, mobile:

(+47) 99 77 71 77

About NRC Group ASA:

NRC Group is a leading company within the Nordic

infrastructure market. The group operates within two

business segments, Rail and Geo.

RAIL: The Rail division is a fully integrated rail

infrastructure contractor covering the Norwegian and

Swedish market. The Rail division is a full-range

supplier for the construction of all types of rails

including train, tram and subway. Main service

offerings include specialized track work, power supply

and signaling work. The Rail division has all the

necessary approvals to work within the train, tram and

subway segments.

GEO: The Geo division operates within acquisition,

processing and modelling of geographic information.

The Geo division holds right to several European

databases with collections of maps, images and models.

With particular focus on online services, data and

solutions are provided to customers in government,

enterprise and consumer markets. The Geo division

supplies a wide range of mapping and geographic

services that satisfy various standards and

specifications, in addition to customized client

solutions.

http://www.nrcgroup.no

This information is subject of the disclosure

requirements pursuant to section 5-12 of the Norwegian

Securities Trading Act.