Settlement Notification by Nordax for the recommended voluntary cash offer of NOK 105 per share in Bank Norwegian ASA


 

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

Reference is made to the offer document dated 5 August 2021 (the "Offer
Document") for the recommended voluntary offer by Nordax Bank AB (publ)
("Nordax" or the "Offeror") to acquire all outstanding shares in Bank Norwegian
ASA (the "Company") against a consideration in cash of NOK 105 per Share
(subject to adjustment as set out in the Offer Document) (the "Offer Price")
(the "Offer"). Reference is further made to the announcement dated 8 September
2021 in which the Offeror announced the satisfaction of the condition for the
Offer for Minimum Acceptance, the announcement dated 30 September 2021 on
satisfaction of the condition for the Offer relating to Regulatory Approvals and
the expiry of the offer period for the Offer at 16.30 hours (Norwegian time)
today.

The Offeror hereby announces the Settlement Notification pursuant to sections
1.6 (Conditions for the Offer) and 1.11 (Settlement) of the Offer Document.
Settlement of the Offer will take place no later than 4 November 2021, being
fourteen (14) business days after the date of this announcement, subject to the
following closing conditions for the Offer: (iv) "Banking Licence", (v)
"Material Adverse Change" (vi) "No Legal Action", (vii) "No Changes in Share
Capital" and (viii) "Conduct of Business", as set out in section 1.6 (Conditions
to the Offer) in the Offer Document, being fulfilled or waived (at the Offeror's
sole discretion), until settlement of the Offer.

The Offeror will announce the preliminary results of the Offer before the Oslo
Stock Exchange opens for trading on 18 October 2021.

For further information on the Offer, visit www.collaborate-to-scale.com.

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
Oscar Karlsson, Brunswick Group

okarlsson@brunswickgroup.com
+46 709 62 78 42

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. This press release and
any related documentation are not being distributed and must not be mailed or
otherwise distributed or sent in or into any country in which the distribution
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.

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.