NOT FOR DISTRIBUTION IN OR INTO AUSTRALIA, CANADA AND JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL OR REQUIRE PRIOR APPROVAL Oslo/Stockholm, 5 August 2021 Reference is made to the announcement on 14 July 2021, where it was announced that Nordax Bank AB (publ) ("Nordax" or the "Offeror") had reached an agreement with Norwegian Finans Holding ASA ("NFH"), the predecessor of Bank Norwegian ASA ("Bank Norwegian" or "BANO"), to launch a voluntary cash offer to acquire the entire outstanding share capital in Bank Norwegian (the "Offer"). The Offer is recommended by the Board of Directors of Bank Norwegian. Jacob Lundblad, CEO, Nordax, comments: "Following the board recommendation, we have good momentum toward creating the leading niche bank in Northern Europe. And starting tomorrow, we are reaching the next milestone when shareholders can start tendering their Bank Norwegian shares." For further information, please see www.collaborate-to-scale.com. A cash consideration of NOK 105 (the "Offer Price") will be offered per share in BANO, which implies a total consideration for all the shares of approximately NOK 19.6 billion. The offer document for the Offer prepared by Nordax and dated 5 August 2021 (the "Offer Document") was approved by the Oslo Stock Exchange in its capacity as take-over supervisory authority today. The Offer Document will be sent to all shareholders in the Company as registered in the Company's shareholder register in Euronext VPS as of the date of the Offer Document, in jurisdictions where the Offer Document may be lawfully distributed. The offer period will commence on 6 August 2021 and expire at 16:30 hours Norwegian time on 6 September 2021, subject to extensions at the sole discretion of Nordax. The terms and conditions of the Offer, including procedures for how to accept the Offer, are set out in the Offer Document. Key Terms of the recommended Offer o Offer Price: NOK 105 per BANO share in cash consideration, subject to adjustment pursuant to the terms and conditions of the Offer o Offer Period: From and including 6 August 2021 to 16:30 hours Norwegian time on 6 September 2021, subject to extensions at the sole discretion of Nordax. The Offer Period will in no event be extended beyond 15 October 2021 o Receiving agent: DNB Bank ASA, Registrars Department The Offer Price is Nordax' best and final, representing a premium of: o 37.2% to the closing price of the NFH share on Oslo Børs on 3 March 2021 of NOK 76.55, the day before Nordax published its intention to launch an offer o 47.7% to the volume weighted average share price of the NFH share between 17 February 2021, the day NFH published its report for the fourth quarter of 2020, and 3 March 2021 o 51.1% to the volume weighted average share price of the NFH share for the three months ending on 3 March 2021 o 57.3% to the volume weighted average share price of the NFH share for the six months ending on 3 March 2021 The Offer Price will be reduced by the amount of any dividend or other distributions made by BANO. The Offer is supported by Nordic Capital Fund VIII, Nordic Capital Fund IX and Sampo Oyj. Nordic Capital Fund IX and Sampo Oyj, owning 16.40% and 6.33% respectively of the shares in BANO, have entered into conditional agreements to contribute their existing shares in BANO to Nordax in exchange for shares in Nordax. The agreements are conditional upon a successful completion of the Offer. The Offer will be subject to fulfilment or waiver by Nordax of customary conditions as set out in the Offer Document. The Offeror has sent applications for approval of the Offer to the Norwegian Financial Supervisory Authority and the Swedish Financial Supervisory Authority on 4 June 2021. The Offer has been cleared by the Norwegian Competition Authority. The Offer will not be subject to any financing condition. Nordax has completed its due diligence of BANO. The Offer Document is, subject to regulatory restrictions in certain jurisdictions, available at the following webpages: www.abgsc.com and www.dnb.no/emisjoner. Subject to regulatory restrictions in certain jurisdictions, the Offer Document may also be obtained free of charge during ordinary business hours at the offices of the receiving agent, DNB Bank ASA, Registrars Department, Dronning Eufemias gate 30, 0191 Oslo, Norway. Advisors ABG Sundal Collier, DNB Markets, Goldman Sachs International and Melesio are acting as financial advisors to Nordax in the process. FCG Risk & Compliance AB is acting as advisor on governance, risk and compliance to Nordax. Advokatfirman Cederquist KB is acting as Swedish legal counsel and Advokatfirmaet Wiersholm AS is acting as Norwegian legal counsel to Nordax. Media relations Peter Lindell, Brunswick Group email@example.com +46 761 28 03 03 About Nordax Nordax Bank AB (publ) is a leading specialist bank in Northern Europe owned by Nordic Capital Fund VIII and Sampo. Nordax has around 287,000 private customers in Sweden, Norway, Finland, Denmark and Germany. We are a specialist bank that through responsible lending helps people make informed decisions for a life they can afford. We are a flexible complement to the major banks. Instead of quantity, we have specialised in a few selected products that we know best: personal loans, mortgages, equity release products and savings accounts. Since 2019, Svensk Hypotekspension, which is a specialist in equity release products, is a wholly owned subsidiary of Nordax. Nordax has around 350 employees, practically all of whom work from a central office in Stockholm. The credit assessment process is one of Nordax's core competencies. It is thorough, sound and data driven. Nordax's customers are financially stable. As of 30 June 2021, lending to the public amounted to SEK 30.1 billion and deposits amounted to SEK 28.4 billion. Read more about Nordax on http://www.nordaxgroup.com. Important notice This press release is for informational purposes only and is not an offer to buy or the solicitation of an offer to sell any securities. The Offer will only be made on the basis of the Offer Document, and can only be accepted pursuant to the terms of the Offer Document. The Offer will not be made in any jurisdiction in which making of the Offer would not be in compliance with the laws of such jurisdiction or would require that an additional offer document is prepared or registration effected or that any other measures are taken in addition to those required under Norwegian law and regulations. This press release and any related Offer documentation are not being distributed and must not be mailed or otherwise distributed or sent in or into any country in which the distribution or offering would require any such additional measures to be taken or would be in conflict with any law or regulation in such country - any such action will not be permitted or sanctioned by Nordax. Any purported acceptance of the Offer resulting directly or indirectly from a violation of these restrictions may be disregarded. Notice to U.S. Holders U.S. Holders (as defined below) are advised that the shares in BANO (the "Shares") are not listed on a U.S. securities exchange and that the Company is not subject to the periodic reporting requirements of the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), and is not required to, and does not, file any reports with the U.S. Securities and Exchange Commission (the "SEC") thereunder. The Offer will be made to holders of Shares resident in the United States ("U.S. Holders") on the same terms and conditions as those made to all other holders of Shares of the Company to whom an offer is made. Any information documents, including the Offer Document, will be disseminated to U.S. Holders on a basis comparable to the method that such documents are provided to the Company's other shareholders to whom an offer is made. The Offer will be made by the Offeror and no one else. The Offer will be made to U.S. Holders pursuant to Section 14(e) and Regulation 14E under the U.S. Exchange Act as a "Tier II" tender offer, and otherwise in accordance with the requirements of Norwegian law. Accordingly, the Offer will be subject to disclosure and other procedural requirements, including with respect to the offer timetable, settlement procedures and timing of payments, that are different from those that would be applicable under U.S. domestic tender offer procedures and law. Pursuant to an exemption from Rule 14e-5 under the U.S. Exchange Act, the Offeror and its affiliates or brokers (acting as agents for the Offeror or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly, purchase or arrange to purchase, Shares or any securities that are convertible into, exchangeable for or exercisable for such Shares outside the United States during the period in which the Offer remains open for acceptance, so long as those acquisitions or arrangements comply with applicable Norwegian law and practice and the provisions of such exemption. To the extent information about such purchases or arrangements to purchase is made public in Norway, such information will be disclosed by means of an English language press release via an electronically operated information distribution system in the United States or other means reasonably calculated to inform U.S. Holders of such information. In addition, the financial advisors to the Offeror may also engage in ordinary course trading activities in securities of the Company, which may include purchases or arrangements to purchase such securities. Neither the SEC nor any securities supervisory authority of any state or other jurisdiction in the United States has approved or disapproved the Offer or reviewed it for its fairness, nor have the contents of the Offer Document or any other documentation relating to the Offer been reviewed for accuracy, completeness or fairness by the SEC or any securities supervisory authority in the United States. Any representation to the contrary is a criminal offence in the United States. Forward-looking information Statements in this press release relating to future status and circumstances, including statements regarding future performance, growth and other projections and whether the Offer will be completed, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Nordax. Any such forward-looking statements speak only as of the date on which they were made and Nordax has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations. ___________ 1 Each reference share price adjusted for the dividend of NOK 5 distributed on 6 May 2021 to registered shareholders as of 27 April 2021. 2 "Nordic Capital Fund VIII" refers to Nordic Capital VIII Limited, acting in its capacity as General Partner of Nordic Capital VIII Alpha, L.P. and Nordic Capital VIII Beta, L.P. 3 "Nordic Capital Fund IX" refers to Nordic Capital IX Limited, acting in its capacity as General Partner of Nordic Capital IX Alpha, L.P. and Nordic Capital IX Beta, L.P. (Nordic Capital Fund VIII and/or Nordic Capital Fund IX together with any, or all, of their associated and predecessor and successor funds and vehicles, collectively "Nordic Capital").