Scatec ASA

Share Issue/Capital Change • Jun 13, 2018

Scatec Solar ASA: Private placement successfully completed

Scatec Solar ASA: Private placement successfully completed

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

INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN, OR ANY

OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE

UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE

SECURITIES DESCRIBED HEREIN.

Oslo, 13 June 2018: Reference is made to the stock exchange announcement release

from Scatec Solar ASA ("SSO" or the "Company") published earlier today regarding

the contemplated private placement of new shares in the Company.

The Company has raised NOK 600 million in gross proceeds through a private

placement consisting of 10,000,000 new shares (the "New Shares") at a price of

NOK 60 per share (the "Private Placement").

The Private Placement took place through an accelerated bookbuilding process

after close of markets yesterday. The Private Placement attracted strong

interest from both existing shareholders as well as new high quality

institutional investors.

The net proceeds from the Private Placement will be used to accelerate growth,

including near term equity investments in large scale solar projects, beyond the

1.1 GW currently under construction. The company is in the process of securing

additional projects and is expecting to start construction of several of these

later in 2018.

The Company believes it is well positioned for further profitable growth going

forward, which forms the background for carrying out the Private Placement and

strengthening its equity capital. The board of directors of the Company has

considered different transaction alternatives and concluded that the Private

Placement structure would best attend to the common interest of the Company and

its shareholders. Taking into consideration inter alia limited discount, size of

placement, utilisation of market conditions, pre-announced and broadly marketed

placement, transaction risk, costs, as well as dilution effects, the board of

directors has, after thorough assessments found that there are sufficient and

objective grounds for setting aside existing shareholders pre-emptive rights to

subscribe for shares.

The New Shares will be issued based on a board authorisation given by the Annual

General Meeting held 23 April 2018. The New Shares will be settled through a

delivery versus payment transaction on a regular t+2 basis by delivery of

existing and unencumbered shares in the Company that are already listed on the

Oslo Stock Exchange pursuant to a share lending agreement between the Company,

the Joint Bookrunners and Scatec AS.

Nordea Bank AB (publ), filial i Norge, Pareto Securities AS, Sparebank 1 Markets

AS and ABN AMRO Bank N.V. acted as Joint Bookrunners in the Private Placement.

Advokatfirmaet Selmer DA is acting as legal advisor for Scatec Solar ASA in

connection with the Private Placement. Advokatfirmaet Thommessen AS is acting as

legal advisor for the Joint Bookrunners in connection with the Private

Placement.

For further information, please contact:

Mr. Mikkel Tørud, CFO, tel +47 976 99 144 mikkel.torud@scatecsolar.com

About Scatec Solar

Scatec Solar is an integrated independent solar power producer, delivering

affordable, rapidly deployable and sustainable clean energy worldwide. A long-

term player, Scatec Solar develops, builds, owns, operates and maintains solar

power plants and has an installation track record of 1,000 MW. The company is

producing electricity from 322 MW of solar power plants in the Czech Republic,

South Africa, Rwanda, Honduras and Jordan and has 1,092 MW under construction.

With an established global presence and a significant project pipeline, the

company is targeting a capacity of 3.5 GW in operation and under construction by

end of 2021. Scatec Solar is headquartered in Oslo, Norway and listed on the

Oslo Stock Exchange under the ticker symbol 'SSO'. To learn more, visit

www.scatecsolar.com

Important Notice

The contents of this announcement have been prepared by, and are the sole

responsibility of, the Company. The Company's financial advisors 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 Private Placement, the

contents of this announcement or any of the matters referred to herein. The

Private Placement and the distribution of this announcement and other

information in connection with the Private Placement may be restricted by law in

certain jurisdictions. The Company assumes no responsibility in the event there

is a violation by any person of such restrictions. Persons into whose possession

this announcement or such other information should come are required to inform

themselves about, and to observe, any such restrictions. This announcement may

not be used for, or in connection with, and does not constitute, any offer of

securities for sale in the United States or in any other jurisdiction.

The Private Placement has not been made in any jurisdiction or in any

circumstances in which such offer or solicitation would be unlawful. This

announcement is not for distribution, directly or indirectly in or into any

jurisdiction in which it is unlawful to make any such offer or solicitation to

such person or where prior registration or approval is required for that

purpose. No steps have been taken or will be taken relating to the Private

Placement in any jurisdiction in which such steps would be required. Neither the

publication and/or delivery of this announcement shall under any circumstances

imply that there has been no change in the affairs of the Company or that the

information contained herein is correct as of any date subsequent to the earlier

of the date hereof and any earlier specified date with respect to such

information.

This announcement is not for publication or distribution, directly or

indirectly, in the United States (including its territories and possessions, any

state of the United States and the District of Columbia). This announcement does

not constitute or form part of any offer or solicitation to purchase or

subscribe for securities in the United States. Securities may not be offered or

sold in the United States absent registration or an exemption from registration.

The shares to be issued in the Private Placement have not been and will not be

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

Securities Act") or with any securities regulatory authority of any state or

other jurisdiction of the United States, and may not be offered or sold in the

United States or to, or for the account of, U.S. persons (as such term is

defined in Regulation S under the US Securities Act), except pursuant to an

effective registration statement under, or an exemption from the registration

requirements of, the US Securities Act. All offers and sales outside the United

States will be made in reliance on Regulation S under the US Securities Act.

There will be no public offer of securities in the United States.

This announcement does not constitute an offering circular or prospectus in

connection with an offering of securities of the Company. Investors must neither

accept any offer for, nor acquire, any securities to which this document refers,

unless they do so on the basis of the information contained in the investor

material made available by the Company only to qualified persons in certain

jurisdictions where an offer may be made (if an offer is made). This

announcement does not constitute an offer to sell or the solicitation of an

offer to buy or subscribe for, any securities and cannot be relied on for any

investment contract or decision.

This information is subject to the disclosure requirements pursuant to section

5-12 of the Norwegian Securities Trading Act.