Norwegian Finans Holding ASA: Response by the Board of Directors to the intention of Nordax Bank AB (publ) to launch voluntary offer

On 4 March 2021, Nordax Bank AB (publ) (“Nordax”) announced its intention to launch a voluntary offer for the shares in Norwegian Finans Holding ASA (“NFH” or “the Company”), subject to completion of satisfactory due diligence. The proposed offer price is NOK 95 per NFH share in cash, representing a 16.5% premium to the undisturbed closing price of NFH on 3 March 2021. After careful assessment, and also taking into consideration views expressed by shareholders, the Board of Directors of NFH has today responded to Nordax.

Given the Company’s best in class profitability, exceptionally strong capitalisation and standalone growth prospects, the Board of Directors believes that the indicated offer price significantly undervalues the Company and its prospects. Further, the Company notes that the minimum acceptance level of 50.1% of the shares of the company is undesirable both from a regulatory and governance perspective.

Taking all relevant considerations into account, the proposal by Nordax is not viewed by the Board of Directors to be in the best interest of the shareholders of the Company, and does therefore not form a basis for commencement of a process. The Board of Directors will evaluate any further proposals made by Nordax or any proposal made by any other party in the best interest of shareholders.

Arctic Securities AS and J.P. Morgan are acting as financial advisors and Advokatfirmaet Thommessen and Advokatfirmaet Simonsen Vogt Wiig are acting as legal advisors to NFH.

For any questions please call:

Klaus-Anders Nysteen, Chairman of the Board of Directors, phone: +47 99 26 56 91 / + 46 72-566 54 15

Tine Wollebekk, CEO, phone: +47 40 80 55 57

Klara-Lise Aasen, CFO, phone: +47 47 63 55 83

This information is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act