NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS COMMUNICATION.

A consortium of certain primary insiders and other employees (the “Consortium”) in Aprila Bank ASA (the “Company”) hereby launches a potential block purchase of up to approx. 600,000 existing shares in the Company (the “Offering”). The Consortium reserves the right, at its sole discretion, to reduce the size of the Offering (among other depending on pricing) or to purchase no shares at all. The Consortium has mandated Pareto Securities AS (the “Manager”) to assist with the Offering. 

The Offering will be conducted as a reverse bookbuilding process in which all existing shareholders in the Company (who may legally offer shares without the requirement for any prospectus, offer document or other measures) are invited to offer shares to the Consortium at a price level defined by the respective selling shareholder by contacting the Manager (see contact details below).

The final purchase price per share will be set based on the sales orders received at a level representing a satisfactory price and offering volume (to be determined by the Consortium at its sole discretion). The final purchase price will be identical for all selling shareholders.

The Offering is carried out as part of a share incentive arrangement in the Company for the Consortium. The Consortium will undertake a 3-year lock-up obligation for the shares purchased in the Offering.

The reverse bookbuilding period commences today, 5 June 2024, at 09:00 (CEST) and is expected to close at 16:30 (CEST) on 6 June 2024. The result of the Offering and pricing is expected to be published on or about 6 June 2024. Notification of allocation is expected to be made available by the Manager on or about 7 June 2024 (T) before 09:00 (CEST) and settlement is expected to take place on or about 11 June 2024 (T+2) on a delivery versus payment basis (DVP).

The Consortium may, at its sole discretion, extend or shorten the reverse bookbuilding period at any time and for any reason without notice. If the reverse bookbuilding period is extended or shortened, the other dates referred to herein might be changed accordingly.

Existing shareholders in the Company wishing to participate in the Offering may contact the Manager at +47 22 87 87 50 in order to place a sales order. Existing shareholders in the Company who would like to participate in the Offering who are not registered as clients of the Manager must establish a client relationship before participating.

In the event that the total volume offered by selling shareholders in the Offering exceeds the final offering size at or below the final offering price, the allocation will, to the extent possible, be made on a pro rata basis based on the volume offered by each selling shareholder with the objective of treating all shareholders equally based on their indicated interest in participating in the Offering at or below the final purchase price.

For further information, please contact: 

Pareto Securities AS: +47 22 87 87 50

IMPORTANT NOTICE 

The Offering will be carried out in accordance with applicable laws and regulations and information pertaining to the Offering will be disclosed by way of notices on the NOTC platform. 

The Offering and the distribution of this announcement and other information in connection with the Offering may be restricted by law in certain jurisdictions (including, but not limited to, the United States, Canada, Australia and Japan). None of the Company, the Consortium or the Manager assume any responsibility in the event there is a violation by any person of such restrictions. This includes shareholders who have changed their domicile to such jurisdictions but which may access their VPS accounts. Persons into whose possession this announcement or relevant information should come are required to inform themselves about and to observe any such restrictions. The Offering is not being made directly or indirectly in, or by use of the mails of, or by any means or instrumentality of interstate or foreign commerce of, or any facilities of a national securities exchange of, the United States of America, its territories and possessions, any State of the United States and the District of Columbia (the "United States") or any other jurisdiction in which this would be unlawful, require registration or other measures. This includes, but is not limited to, facsimile transmission, internet delivery, e-mail and telephones. Copies of this release and any related documents are not being, and must not be, mailed, e-mailed or otherwise distributed or sent in or into the United States or any such jurisdiction and so doing may invalidate any purported acceptance.