Viktige forbehold - disclaimer

(27.05.2025) DNB Carnegie is acting as Financial Advisor and Receiving Agent to Electric AS in relation to its cash offer for all issued and outstanding shares in Edda Wind ASA (“Edda Wind” or the “Company”).

DISCLAIMER - IMPORTANT

The information that you are seeking to access relates to (i) the unconditional mandatory cash offer (the "Offer") by Electric AS (under name change from NFH 250230) (the "Offeror") to acquire all of the issued and outstanding shares (the "Shares") of Edda Wind ASA not already owned by the Offeror prior to implementation of the Compulsory Acquisition (as defined below); and (ii) the Offeror's compulsory acquisition of shares in Edda Wind ASA pursuant to section 4-25 of the Norwegian Public Limited Companies Act (the "CompulsoryAcquisition"). Please read this notice carefully - it applies to all persons who view this webpage.

ELECTRONIC VERSIONS OF THE MATERIALS YOU ARE SEEKING TO ACCESS ARE BEING MADE AVAILABLE ON THIS WEBPAGE FOR INFORMATION PURPOSES ONLY. THESE MATERIALS ARE NOT DIRECTED AT OR ACCESSIBLE BY PERSONS LOCATED IN CANADA, AUSTRALIA, NEW ZEALAND, SOUTH AFRICA, HONG KONG, JAPAN, OR IN ANY OTHER JURISDICTIONS WHERE THE RELEASE, PUBLICATION OR DISTRIBUTION OF THESE MATERIALS IS NOT LAWFUL UNLESS THERE ARE APPLICABLE EXEMPTIONS.

Access to this information is limited to persons resident and physically present in Norway and to authorized persons who are resident and physically present in other jurisdictions outside Canada, Australia, New Zealand, South Africa, Hong Kong or Japan.

The information in the coming pages is directed exclusively at, and therefore not intended for, and is not to be made available to, persons in Canada, Australia, New Zealand, South Africa, Hong Kong, Japan or in any other jurisdiction in which such information is restricted or prohibited by applicable laws. In certain jurisdictions, including but not limited to Canada, Australia, New Zealand, South Africa, Hong Kong and Japan, the furnishing of such information may be restricted or prohibited by applicable laws. Users of this web site are requested to inform themselves about and observe any such restrictions. The information in the coming pages does not constitute an offer of securities for sale or a solicitation of an offer to purchase any securities. 

Shareholders not resident in Norway wanting to accept the Offer must make independent inquiries regarding relevant and applicable legislation and possible tax consequences, including, but not limited to, whether public consent is required.

The materials that you are seeking to access relating to the Offer are not being and must not be mailed, communicated, or otherwise distributed in or into Canada, Australia, New Zealand, South Africa, Hong Kong or Japan by any shareholder, any broker-dealer, bank or other intermediaries holding shares in Edda Wind ASA on behalf of any beneficial shareholder, or any other person in any manner whatsoever.

Any failure to comply with these restrictions may constitute a violation of applicable securities laws. It is the responsibility of all persons seeking to access the information contained on this web site relating to the Offer to inform themselves of and observe all such restrictions. Any person who is in any doubt in relation to these restrictions should consult his or her independent professional advisors in the relevant jurisdiction. To the fullest extent permitted by applicable laws, Electric AS, its advisors and other companies and persons involved in the Offer disclaim any responsibility or liability for any violation by any person whomsoever of any such restriction.

U.S. Holders (as defined below) are advised that 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 for the Offer, 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 in the United States and no one else.

The Offer will be made to U.S. Holders in compliance with section 14(e) and Regulation 14E under the U.S. Exchange Act, including available exemptions thereunder and otherwise in accordance with the requirements of Norwegian law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to the offer timetable, that are different from those would be applicable under U.S. domestic tender offer procedures and law. Furthermore, the payment and settlement procedure with respect to the Offer will comply with the relevant rules of the Securities Trading Act, which differ from payment and settlement procedures customary in the United States, particularly with regard to the payment date of the consideration.

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 a press release or other means reasonably calculated to inform U.S. Holders of such information.

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 nor any securities supervisory authority of any state or other jurisdiction in the United States. Any representation to the contrary is a criminal offence in the United States.

I therefore certify that:

I certify that I am not resident or physically located in, and am not accessing this information on behalf of a person who is resident or physically located in, Canada, Australia, New Zealand, South Africa, Hong Kong, Japan or in any other jurisdiction in which such information is restricted or prohibited by applicable laws, that I have read and understood the disclaimer set out above and that I am permitted to proceed to the information in the coming pages: