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Webstep Capital/Financing Update 2017

Oct 6, 2017

3788_rns_2017-10-06_e2d60101-5c75-4056-bc2c-8a032e79a620.pdf

Capital/Financing Update

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NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA, SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THE PRESS RELEASE.

Webstep – Applications by primary insiders in the IPO

Oslo, 6 October 2017: Reference is made to the stock exchange announcement of 26 September 2017, whereby Webstep ASA ("Webstep" or the "Company", OSE ticker "WSTEP") announced the commencement of its initial public offering of its shares (the "IPO"), and the stock exchange announcement of 3 October 2017 regarding applications by primary insiders in the IPO .

In addition to the primary insiders mentioned in the announcement of 3 October 2017, the following primary insiders of the Company have applied for shares in the IPO:

  • Save Asmervik (Director) has applied for offer shares for a total amount of NOK 100,000.
  • Joar Krohn (Director) has applied for offer shares for a total amount of NOK 100,000.
  • Øyvind Thoresen (Director) has applied for offer shares for a total amount of NOK 100,000.

The applications have been made according to the terms and conditions for the IPO described in the prospectus dated 25 September 2017 (the "Prospectus") prepared in connection with the IPO.

Save Asmervik, Joar Krohn and Øyvind Thoresen will receive full allocation for their applications as further described in the Prospectus.

The shares allocated to primary insiders will be subject to a lock-up undertaking with the Managers (as defined below) for a period of 12 months from the first day of trading, subject to certain exemptions. Shares allocated to eligible employees in the employee offering will be subject to a lockup undertaking of 24 months from the first day of trading. Reference is made to the Prospectus for further details.

The Prospectus is, subject to regulatory restrictions in certain jurisdictions, available at www.webstep.com, www.arctic.com, www.sb1markets.no and www.sr-bank.no/markets.

Arctic Securities AS, SpareBank 1 Markets AS and SpareBank 1 SR-Bank ASA (jointly the "Managers") are acting as joint global coordinators and joint bookrunners in the Offering.

Enquiries

Kjetil Eriksen, CEO Webstep, +47 982 98 008 Anders Løken, CFO Webstep, +47 977 69 200

About Webstep ASA

Webstep ASA and its subsidiaries form the Webstep Group, a high-end provider of IT consultancy services in Norway and Sweden. Since its incorporation in 2000, the Webstep Group has offered IT services designed to address its customers' software needs by creating functional custom-made digital tools and applications optimizing the customers' business strategies. Webstep aims to be at the forefront of the technological development and to assist its customers in their digitalisation through the offering of cutting-edge IT expertise. The Webstep Group's core digitalisation offering consists of digitisation, cloud implementation, migration and integration, in addition to its other core focus areas Internet of Things (IoT), machine learning and analytics. An important part of the Webstep Group's strategy is to employ and offer only senior IT consultants with significant experience. As of 30 June 2017, the Webstep Group employed 393 employees, of which 350 were IT consultants. For more information visit www.webstep.com

Important Notice

This announcement is not and does not form a part of any offer for or invitation to sell or issue, or any solicitation of an offer to purchase or subscribe for any shares or any other securities nor shall it (or any part of it) or the fact of its distribution, from the basis of, or be relied upon in connection with, any contract therefor.

Copies of this announcement are not being made and may not be published, distributed, transmitted or sent, directly or indirectly, in or into the United States, Australia, the Hong Kong Special Administrative Region of the People's Republic of China, Canada, Japan, South Africa or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures.

The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or any securities laws of any state or other jurisdiction of the United States and accordingly may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and in accordance with applicable U.S. state securities laws. The Company does not intend to register any part of the offering in the United States or to conduct a public offering of securities in the United States. Any sale in the United States of the securities mentioned in this announcement will be made solely to "qualified institutional buyers" as defined in Rule 144A under the Securities Act.

Any offering of securities will be made by means of a Prospectus that will contain detailed information about the Company and its management, as well as financial statements. This announcement is an advertisement and not a Prospectus for the purposes of Directive 2003/71/EC, as amended (together with any applicable implementing measures in any Member State, the "Prospectus Directive"). Investors should not subscribe for any securities referred to in this announcement except on the basis of information contained in the Prospectus.

In any EEA Member State other than Norway that has implemented the Prospectus Directive, this communication is only addressed to and is only directed at "qualified investors" in that Member State within the meaning of Article 2(1) (e) of the Prospectus Directive ("Qualified Investors"), i.e., only to investors to whom an offer of securities may be made without the requirement for the Company to publish a Prospectus pursuant to Article 3 of the Prospectus Directive in such EEA Member State.

This communication is only being distributed to and is only directed at persons in the United Kingdom that are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") or (ii) high net worth entities, and other persons to whom this announcement may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). This communication must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this communication relates is available only

for relevant persons and will be engaged in only with relevant persons. Persons distributing this communication must satisfy themselves that it is lawful to do so.

This announcement does not constitute a recommendation concerning the IPO. The price and value of securities and any income from them can go down as well as up. Past performance is not a guide to future performance. Information in this announcement or any of the documents relating to the IPO cannot be relied upon as a guide to future performance. There is no guarantee that the listing on Oslo Børs will occur and you should not base your financial decisions on the Company's intentions in relation to the listing at this stage. Potential investors should consult a professional advisor as to the suitability of the IPO for the entity concerned.