Techstep ASA — Share Issue/Capital Change 2017

Feb 8, 2017

Acquisition of shares in Teki Solutions and Nordialog Asker

Acquisition of shares in Teki Solutions and Nordialog Asker

Reference is made to the stock exchange announcement by

Techstep ASA (the "Company" of "Techstep") on 2 February

2017 in which the Company announced its intention to

acquire the remaining 21.84 per cent of the shares in Teki

Solutions AS (the "Teki Solutions Shares") and the

remaining 50 per cent of the shares in Nordialog Asker AS

(the "Nordialog Asker Shares").

The Company is pleased to announce that it has on 8

February 2017 entered into binding agreements to acquire

the Teki Solutions Shares and the Nordialog Asker Shares.

The Company will as a result of these transactions issue

7,515,325 new Techstep shares (the "Consideration Shares")

to the sellers of the Teki Solutions Shares and the

Nordialog Asker Shares.

The purchase price for the Nordialog Asker Shares will be

settled by a vendors note in the amount of NOK 2.025

million and 934,615 Consideration Shares. Closing is

expected to take place within 14 business days. The Seller

has a lock-up on the Consideration Shares for a period of

12 months after the closing of the transaction.

The purchase price for the Teki Solutions Shares (including

certain shareholder loans), and will be settled by

6,580,710 Consideration Shares. Closing is expected to take

place not later than 1 March 2017. The sellers will have a

lock-up on the Consideration Shares with 1/3 until 7

November 2017, 1/3 until 7 May 2018 and 1/3 until 7

November 2018. As part of the transaction, the primary

insiders Mads Vårdal (CIO of Techstep) and Rune Midthaug

(CEO of Nordialog Oslo) will receive 5,019 and 11,543

Techstep shares respectively at a share price of NOK 4,3

per shares as payment for their current minority

shareholding in Teki Solution. After Closing Mads Vårdal

and Rune Midthaug will hold 5,019 and 11,543 Techstep

shares respectively.

The Consideration Shares will be issued under Techstep's

current board authorizations to issue shares approved at

the extraordinary general meeting held at 4 November 2016.

The Consideration Shares will be issued on a separate ISIN

pending approval and publication of a listing prospectus

which is currently being prepared by the Company. Following

publication of the prospectus, the Consideration Shares

will be transferred to the ordinary ISIN of the Company and

will from such time be admitted to trading on Oslo Børs.

For further information, please contact:

Gaute Engbakk, CEO of Techstep: +47 91633281

Marius Drefvelin, CFO of Techstep: +47 95895690

This information is subject to the disclosure requirements

acc. to §5-12 vphl (Norwegian Securities Trading Act).