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Vow Green Metals AS

Share Issue/Capital Change Jul 9, 2021

3786_rns_2021-07-09_83c81930-06e2-4353-b395-4cb8dfe743fe.html

Share Issue/Capital Change

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Vow Green Metals AS: Completion of the demerger and registration of changes in the share capital

Vow Green Metals AS: Completion of the demerger and registration of changes in the share capital

Vow Green Metals AS, 9 July 2021: Following close of trading at Oslo Børs today, on 9 July 2021, the demerger, through which the biocarbon business of Vow ASA ("Vow") was demerged from Vow and merged into Vow Green Metals AS ("VGM") against distribution of shares in VGM to existing shareholders of Vow (the "Demerger"), was registered with the Norwegian Register of Business Enterprises (Nw. Foretaksregisteret) and in the Norwegian Central Securities Depositary (the "VPS").

The exchange ratio in the Demerger is 93.5 (remaining) / 6.5 (transferred). Upon completion of the Demerger, the share capital of Vow was reduced by NOK 742,689.155, from NOK 11,425,987 to NOK 10,683,297.845, by reducing the nominal value of the existing shares with NOK 0.0065, from NOK 0.10 to NOK 0.09350. Simultaneously with the reduction of Vow's share capital, VGM's share capital was increased with NOK 742,689.155, from NOK 326,086.956 to NOK 1,068,776.111, by the issuance of 114,259,870 consideration shares in VGM to the shareholders of Vow as of 9 July 2021 (the cut-off date) as registered in the VPS as of 13 July 2021 (the record date). The consideration shares each have a par value of NOK 0.0065 and are issued at a ratio of one (1) consideration share in VGM for each share the eligible shareholders hold in Vow as at the cut-off date, as shown in the VPS register of Vow as at the record date.

The consideration shares in VGM will be distributed on a pro rata basis to shareholders of Vow as of the expiry of the expiry of 9 July 2021 (the cut-off date), as such shareholders appear in the shareholders' register for Vow in the VPS as of the record date, 13 July 2021. The first day of trading in Vow shares exclusive of rights to consideration shares in VGM as demerger consideration will thus be 12 July 2021 (the ex.date), and the first day of trading in the VGM shares on Euronext Growth Oslo will be 12 July 2021. It is expected that the consideration shares in VGM will be delivered and made available to the eligible shareholders of Vow on or about 14 July 2021.

(*) Shareholders of Vow as of the expiry of the cut-off date as registered in Vow's shareholders' register with the VPS as of the expiry of the record date, will receive one (1) consideration share in VGM for each share they own in Vow as of the expiry of the cut-off date as recorded in the VPS on the record date.

Trading in the VGM shares on Euronext Growth Oslo will commence prior to the delivery of such shares to the eligible Vow shareholders' VPS accounts. Trades during this period until delivery of the shares to entitled shareholders' VPS accounts will be settled on a T+2 basis.

The above mentioned capital changes have resulted in updated articles of association for both the Vow and VGM.

VGM will, from Monday 12 July 2021, trade under the ticker "VGM" on Euronext Growth Oslo with ISIN NO 001 1037483. The information document prepared by VGM in connection with its admission to trading on Euronext Growth Oslo will be published by VGM on its ticker "VGM" on Newsweb prior to commencement of trading of its shares on Euronext Growth Oslo.

For more information please contact:

Lars Mårdalen, CFO, Vow Green Metals AS

Tel: +47 91 10 77 02

Email: [email protected]

Vow Green Metals AS build, own, and operate plants that produce high value biocarbon for the metallurgical industry. In order to decarbonise the metallurgical industry, there is a growing global interest in large scale pyrolysis plants, motivated by both environmentally friendly treatment methods for waste and for the production of biocarbon. Vow Green Metals AS aims to provide solutions for the metallurgical industry and to meet the growing demand for industry decarbonising.

This information is subject to the disclosure requirements pursuant to the Continuing Obligations for Issuers of Shares in accordance with Oslo Rule Book II - Issuer Rules.

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