Bank Norwegian: Nordax Bank AB (publ) launches offer period for recommended cash offer of NOK 105 per share of Bank Norwegian ASA

NOT FOR DISTRIBUTION IN OR IN AUSTRALIA, CANADA AND JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR BROADCAST IS ILLEGAL OR REQUIRES PRIOR APPROVAL

FOR MORE INFORMATION ON NORDAXVOLUNTARY OFFER, PLEASE SEE NORDAXTHE FORMAL ANNOUNCEMENT OF THE OFFER, AVAILABLE AT: WWW.COLLABORATE-TO-SCALE.COM.

The offer document (the “Offer Document”) for the voluntary cash offer recommended by Nordax AB Bank (publ) (“Nordax”) to acquire all of the outstanding share capital in Norwegian Bank ASA (the “Offer”) has been approved by the Oslo Stock Exchange today. The offer period will begin August 6, 2021, and expires at 4:30 p.m. on September 6, 2021, subject to extensions at the sole discretion of Nordax.

Jacob Lundblad, CEO of Nordax, comments: “Following the recommendation of the board of directors, we have a good momentum towards the creation of the leading niche bank in North Europe. And from tomorrow, we reach the next step when shareholders can start filing their Norwegian Bank actions. “

For more information, including the Offer Document and full press releases, please visit www.collaborate-to-scale.com.

Media Relations:

Oscar Karlsson, Brunswick Group
[email protected]
+46 709 62 78 42

The information was submitted for publication, through the contact person indicated above, at 8:45 p.m. CET on 05 Aug 2021.

About Nordax

Nordax AB Bank (publ) is a leading specialist bank in North Europe owned by Nordic Capital Fund VIII and Sampo. From March 31, 2021, we have around 273,000 private customers in Sweden, Norway, Finland, Denmark and Germany. We are a specialty bank that, through responsible lending, helps people make informed decisions for a life they can afford. We are a flexible complement to the big banks. Instead of quantity, we’ve specialized in a few select products that we’re most familiar with: personal loans, mortgages, equity release products, and savings accounts. Since 2019, Svensk Hypotekspension, a specialist in share release products, is a 100% subsidiary of Nordax. Nordax has around 350 employees, almost all of whom work from a central office in Stockholm. The credit assessment process is one of Nordax’s core competencies. It is comprehensive, robust and data driven. Nordax customers are financially stable. From March 31, 2021, loans to the public amounted to SEK 29.0 billion and the deposits amounted to SEK 27.9 billion. Learn more about Nordax on http://www.nordaxgroup.com.

Important Notice

This press release is for informational purposes only and does not constitute 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 in accordance with the terms of the Offer Document. The Offer will not be made in a jurisdiction in which the completion of the Offer would not comply with the laws of that jurisdiction or require that an additional offer document be prepared or registration made or any other action is taken in addition to those required by Norwegian law and regulations. This press release and any documentation relating to the offer are not being distributed and should not be mailed or otherwise distributed or sent to or to any country in which the distribution or the offer would necessitate such further action. or would be in conflict with any law or regulation in that country – such action will not be authorized or sanctioned by Nordax. Any alleged acceptance of the Offer resulting directly or indirectly from a violation of these restrictions may be ignored.

Notice to we Holders

we Holders (as defined below) are informed that the shares of Norwegian Bank ASA (the “Company”) (the “Shares”) are not listed on any we and that the Company is not subject to the periodic reporting requirements of the we Securities Exchange Act of 1934, as amended (the “we Exchange Act “), and is not required to file and does not file any report with the United States Securities Commission (the “SEC”) below.

The Offer will be made to holders of Shares residing in United States (“we Holders “) under 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 document, including the Offer Document, will be distributed to we Holders on a basis comparable to the method by which these documents are provided to other shareholders of the Company to whom an offer is made. The offer will be made by the offeror and no one else.

The Offer will be made at we Holders under Article 14 (e) and Regulation 14E under we Exchange Act as a “Tier II” takeover bid, 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 timing of the offer, settlement procedures and the timing of payments, which are different from those which would be applicable under we national procedures and laws relating to takeover bids.

In accordance with an exemption from Rule 14e-5 under the we Exchange Act, the Offeror and its affiliates or brokers (acting as agents of the Offeror or its affiliates, as the case may be) may from time to time, and other than pursuant to the Offer, directly or indirectly, buy or make arrangements to buy, shares or any securities convertible, exchangeable or exercisable against such Shares outside United States during the period during which the Offer remains open for acceptance, as long as such acquisitions or arrangements comply with applicable Norwegian law and practice and the provisions of such exemption. To the extent that information on such purchases or purchasing arrangements is made public in Norway, this information will be disclosed by means of a press release in English via an electronic information distribution system in United States or other reasonably calculated means to inform we Holders of this information. In addition, the Offeror’s financial advisers may also engage in normal course trading activities in the securities of the Company, which may include purchases or arrangements to purchase such securities.

Neither the SECOND nor any securities supervisory authority of a state or other jurisdiction in United States has approved or disapproved of the Offer or reviewed it for its fairness, and the content of the Offer Document or any other document relating to the Offer has not been reviewed for accuracy, completeness or ‘equity by SECOND or any securities supervisory authority in United States. Any statement to the contrary constitutes a criminal offense. United States.

Forward-looking information

Statements in this press release regarding future position and circumstances, including statements regarding future performance, growth and other projections and whether the offer will be made, are forward-looking statements. These statements can usually, 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 risks and uncertainties as 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 such forward-looking statements due to many factors, many of which are beyond the control of Nordax. Such forward-looking statements speak only as of the date on which they were made and Nordax has no obligation (and assumes no obligation) to update or revise any of them, whatsoever. either as a result of new information, future events or otherwise, except in accordance with applicable laws and regulations.

https://news.cision.com/nordax-bank-ab/r/nordax-bank-ab–publ–starts-the-offer-period-for-recommended-cash-offer-of-nok-105- by-share-in-ban, c3392828

https://mb.cision.com/Main/7708/3392828/1451196.pdf

(c) Decision 2021. All rights reserved., source Press Releases – English

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