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Webstep Director's Dealing 2017

Oct 3, 2017

3788_rns_2017-10-03_e57d0cdf-2b28-4a26-9bc8-4a4386608509.html

Director's Dealing

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Webstep - Applications by primary insiders in the IPO

Webstep - Applications by primary insiders in the IPO

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.

Oslo, 3 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").

The following primary insiders of the Company have applied for shares in the

IPO:

-          Klaus-Anders Nysteen (Chair of the Board), through his closely

related party Nysteen Invest AS, has applied for offer shares for a total amount

NOK 500,000.

-          Kjetil Eriksen (Chief Executive Officer) has applied for offer shares

for a total amount of NOK 100,000.

-          Anders Håvik Løken (Chief Financial Officer) has applied for offer

shares for a total amount of NOK 100,000.

-          Arnt Roger Aasen (Director - Communication) has applied for offer

shares for a total amount of NOK 100,000.

-          Marianne Styrman (Director - Internet of Things) has applied for

offer shares for a total amount of NOK 400,000.

-          Jakob Cardell (Managing Director Sweden) has applied for offer shares

for a total amount of NOK 588,000.

-          Anders Bjørnestad (Observer to the Board) has applied for offer

shares for a total amount of NOK 50,000.

-          Ole Jørgen Kirkeluten (Observer to the Board) has applied for offer

shares for a total amount of NOK 40,000.

-          Eje Thorarinsson (Board member Webstep AB) 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.

In the employee offering, Kjetil Eriksen, Anders Håvik Løken, Arnt Roger Aasen,

Marianne Styrmann, Anders Bjørnestad and Ole Jørgen Kirkeluten will receive full

allocation for their applications up to and including the application amount for

which they will be offered the reduced offer price (i.e. application amounts up

to NOK 100,000 for Kjetil Eriksen, Anders Håvik Løken, Arnt Roger Aasen and

Marianne Styrmann, NOK 50,000 for Anders Bjørnestad and NOK 40,000 for Ole

Jørgen Kirkeluten) as further described in the Prospectus. Further, members of

management, other employees of the Webstep group and members of the Board of

Directors may be given full allocation for the offer shares applied for in the

IPO, at the discretion of the Company and the lead selling shareholder Reiten &

Co Capital Partners VII LP represented by Reiten & Co Capital Partners VII GP

Ltd., in consultation with the Managers (as defined below).

Marianne Styrmann has a bonus agreement with the Company pursuant to which she

has undertaken to reinvest NOK 300,000 in the IPO, and Jakob Cardell has bonus

agreement with the Company pursuant to which he has undertaken to reinvest NOK

488,000 in the IPO.

The shares allocated to primary insiders will be subject to a lock-up

undertaking with the Managers for a period of 12 months from the first day of

trading, subject to certain exemptions. In addition, shares allocated to

eligible employees in the employee offering will be subject to a lock-up

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,

Markets (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 (http://www.webstep.no)

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.