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Norwegian Finans Holding ASA: Information regarding intragroup merger and listing of Bank Norwegian ASA

·2-min read

On 16 March 2021, the Board of Directors of Bank Norwegian ASA and Norwegian Finans Holding ASA entered into a merger plan under which it is contemplated that Bank Norwegian ASA will absorb all the assets, rights and obligations of Norwegian Finans Holding ASA and Norwegian Finans Holding ASA will be dissolved. The reversed parent-subsidiary merger was approved in the extraordinary General Meetings in both the companies on 4 June 2021. The listing on the Oslo Stock Exchange will be continued by the listing of the shares of Bank Norwegian ASA.

The merger will be implemented after close of trading on the Oslo Stock Exchange on 20 July 2021. The shares issued by Norwegian Finans Holding ASA can be traded until close of trading on this date. Shareholders in Norwegian Finans Holding ASA at the time of implementation of the merger, as registered in the Norwegian Securities Register (VPS) on 22 July 2021, will receive one share in Bank Norwegian ASA for each share held in Norwegian Finans Holding ASA.

Trading in the shares of Bank Norwegian ASA will commence on 21 July 2021. The shares of Bank Norwegian ASA will from this date trade under the ticker "BANO", on ISIN NO 0011002511.

The NewsWeb history of Norwegian Finans Holding ASA will continue to exist under the ticker "BANO", while the history of Bank Norwegian ASA will continue under "Bank Norwegian_old".

Bank Norwegian ASA has prepared and published an "Exempted Document" pursuant to the prospectus regulation as part of the listing on the Oslo Stock Exchange. The Exempted Document, which may be found on https://www.banknorwegian.no/OmOss/InvestorRelations/Prospectus, is an information document that provides an overview of the business and organisation of the Bank Norwegian group. The Exempted Document is not a prospectus and has not been reviewed or approved by the Financial Supervisory Authority of Norway.

An overview of the timeline related to the implementation of the merger and the listing of Bank Norwegian ASA on the Oslo Stock Exchange is included below:

20. July 2021 Last day of NOFI shares traded – Merger registered after end of business

21. July 2021 First day of BANO shares traded

22. July 2021 Settlement day in VPS of NOFI vs. BANO shares

22. July 2021 Extraordinary General Meeting to decide on the new Board of Directors

Reference is made to the stock exchange announcements dated 17 and 26 March, 11 May, and 4 and 30 June 2021, for further information about the merger.

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