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Vår Energi ASA

Major Shareholding Notification Oct 16, 2023

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Major Shareholding Notification

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Restructuring of HitecVision funds’ interests in Vår Energi ASA

Restructuring of HitecVision funds’ interests in Vår Energi ASA

Point Resources Holding AS (“PRH”) is the investment holding company consolidating the interests of various funds and co-investment vehicles (the “Funds”) managed or advised by HitecVision Advisory AS (“HitecVision”) in the publicly listed company Vår Energi ASA (OSE: VAR) (“Vår Energi” or the “Company”). PRH is currently the second largest shareholder in Vår Energi owning 359,459,678 shares (the “PRH Shares”), representing approximately 14.4% of the outstanding shares and votes in the company.

As announced on 10 August 2022, HitecVision has initiated a restructuring of the Funds’ respective interests in the Company. A final decision has now been made to implement the restructuring.

Pursuant to the restructuring, PRH will be finally liquidated and the shares in Vår Energi will be held by a new holding vehicle, SpringPoint Holding II AS (“SPH II”). SPH II is indirectly, through SpringPoint Holding Limited, wholly-owned and controlled by HitecVision SpringPoint, L.P. (“SpringPoint”), an investment vehicle managed by HitecVision. Immediately upon completion of the restructuring, the investors in the Funds will continue their indirect investment in Vår Energi through SpringPoint in the same proportion as their respective current interests in Vår Energi.

As part of the restructuring, an estimated 30,070,976 of the PRH Shares, representing approximately 1.2% of the outstanding shares and votes in Vår Energi, will be transferred to certain minority investors (mainly former management and employees of companies now forming part of Vår Energi who are also minority investors in PRH). Accordingly, following completion of the restructuring, SPH II will hold an estimated 329,388,702 shares representing approximately 13.2% of the outstanding shares and votes in Vår Energi. SPH II will not hold other shares or rights to shares in Vår Energi. The exact number of PRH Shares that will be transferred to minority investors and to SPH II, respectively, may differ slightly from the above numbers and will be determined within the near future and an updated disclosure made once finally determined.

SpringPoint will be managed by HitecVision and enable HitecVision to continue to remain actively committed to Vår Energi for a longer period than if PRH had remained a shareholder.

The restructuring is expected to be completed towards end of October 2023. As previously announced, the lock-up agreement over shares in Vår Energi agreed in connection with the sale of shares in Vår Energi by PRH announced on 22 September 2023 will be continued as commitments for the new holders of the shares following completion of a restructuring. Further, with respect to the PRH Shares that will be transferred to SPH II, the pledge over such shares disclosed on 14 October 2022 will be continued with SPH II as new pledgor.

HitecVision is represented on the Board of Directors of the Company, and PRH and SPH II is a close associate to Ove Gusevik, board member and primary insider in Vår Energi. A PDMR notice will be published when the exact number of PRH Shares to be transferred to SPH II is determined. Following completion of the restructuring HitecVision will continue to have representation on Vår Energi’s board of directors.

This disclosure is made pursuant to section 4-2 of the Norwegian Securities Trading Act.

13 October 2023

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