Q-Free ASA — M&A Activity 2015

Mar 20, 2015

Q-Free - Increases its stake in Intelight in the US

Q-Free - Increases its stake in Intelight in the US

Trondheim, 19 March 2015: Q-Free ASA has signed a share purchase agreement and a

shareholders agreement to acquire shares in the US traffic controller supplier,

Intelight Inc. over a five year period. This will be done through a five year

option program, giving shareholders option to sell shares at closing in 2015 and

in five subsequent years valid from 2016, giving Q-Free the opportunity to each

year add some 15 percent of Intelight-shares to the current 10.2 percent

shareholding. At end of the five year period in the second quarter of 2020, Q

-Free has the option to acquire the rest of the shares. The first transaction

will be closed during the second quarter 2015 and is expected to bring Q-Free's

total shareholdings in the company up to approximately 25 percent. The activity

of Intelight will be consolidated in the Q-Free accounts from the closing date

of the first transaction. Q-Free will provide more details on the transaction

when announcing the closing.

Intelight has been part of our ATMS strategy since 2013 and the company fits

well into our portfolio. Together with Q-Free Elcom, Intelight makes Q-Free able

to meet demands from Urban Traffic Management-markets in all selected regions,

supporting our global strategy. The acquisition will increase the number of

employees to 130 in the US and will also increase revenue synergies for the

existing Q-Free activities in this market, says Q-Free CEO Thomas Falck.

Intelight manufactures innovative traffic management products including advanced

traffic controllers, traffic control cabinets, smart signals and web-based

central software systems. The company is among the leading suppliers of systems

and services to the US market for Urban Traffic Management.

Intelight's products and services are based on the most recent technology and

open platforms, making the company able to meet a broader range of future

demands in the North American market.

The company is founded by Craig Gardner, headquartered in Tucson, Arizona, with

26 employees. Intelight's employees are highly talented and qualified, and bring

expertise to the company in the areas of systems, traffic and electrical

engineering.  Craig Gardner founder of Intelight, will remain on the Intelight

Board and as the company's current President.

All employees are very enthusiastic about the opportunity to become part of a

large international operation with a global network. The additional market

exposure and availability of resources will contribute to further expansion of

our business together with the rest of the Q-Free family, says Craig Gardner,

President of Intelight.

For further information, please contact:

CEO Thomas Falck: +47 468 00 767

CFO Roar Østbø: +47 932 45 175

About Q-Free

Q-Free is a leading global supplier of products and solutions within Road User

Charging and Advanced Transportation Management Systems. The Q-Free Group has

approximately 400 employees with offices in 18 countries and presence on all

continents. The Q-Free head office is in Trondheim, Norway. Q-Free is listed on

Oslo Stock Exchange under the ticker QFR.

www.q-free.com

Twitter: @Q-FreeASA