Lördag 8 November | 16:53:33 Europe / Stockholm
2025-11-07 19:05:00
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, INTO OR WITHIN CANADA, AUSTRALIA, HONG KONG, SOUTH KOREA, NEW
ZEALAND, SOUTH AFRICA, JAPAN, THE PHILIPPINES OR ANY OTHER JURISDICTION IN WHICH
THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL

Reference is made to the stock exchange announcement on 9 October 2025 regarding
the launch of the unconditional mandatory cash offer presented by Bekken Invest
AS (the "Offeror") to acquire all outstanding shares ("Shares") in KMC
Properties ASA ("KMCP" or the "Company") not already owned by the Offeror at an
offer price of NOK 5.80 per Share pursuant to the offer document (the "Offer
Document") dated 9 October 2025 (the "Mandatory Offer"), in accordance with
Chapter 6 of the Norwegian Securities Trading Act.

The acceptance period in the Mandatory Offer expired today, 7 November 2025, at
16:30 hours (CET). Preliminary results indicate that the Offeror has received
acceptances in the Mandatory Offer for a total of 104,449 Shares, representing
approximately 1.85% of the issued share capital and voting rights in KMCP.
Following completion of the Mandatory Offer, the Offeror will, based on the
preliminary results, own 3,085,259 Shares in total, representing approximately
54.72% of the issued share capital and voting rights in KMCP.

Please note that the calculation of the number of Shares tendered in the
Mandatory Offer is preliminary and is subject to change until the VPS accounts
of the KMCP shareholders having accepted the Mandatory Offer are debited and
such shares having been transferred to a settlement account of DNB Carnegie,
part of DNB Bank ASA ("DNB Carnegie", acting as "Receiving Agent" in the
Mandatory Offer). Furthermore, the final result of the Mandatory Offer is
subject to customary verification by the Receiving Agent. The final result of
the Mandatory Offer will be announced once confirmed by the Receiving Agent.

In accordance with the terms set out in the Offer Document, settlement of the
Mandatory Offer will take place as soon as possible and no later than 21
November 2025, being fourteen (14) calendar days after the date of expiry of the
acceptance period in the Mandatory Offer.

Advisors
Danske Bank A/S NUF and DNB Carnegie are acting as financial advisors in
connection with the Mandatory Offer, while DNB Carnegie is also acting as
Receiving Agent in connection with the settlement of the Mandatory Offer.
Advokatfirmaet Thommessen AS is acting as legal advisor to the Offeror in
connection with the Mandatory Offer.

For further information, please contact the Offeror at:
Karl-Erik Bekken, CEO of Bekken Invest AS
+47 948 96 415
karl.bekken@bewiinvest.com

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

Important notice
The Mandatory Offer and the distribution of this announcement and other
information in connection with the Mandatory Offer may be restricted by law in
certain jurisdictions. The Offer Document and related acceptance forms are not
and may not be distributed, forwarded or transmitted into or within any
jurisdiction where prohibited by applicable law, including, without limitation,
Canada, Australia, Hong Kong, South Korea, New Zealand, South Africa, Japan and
the Philippines. The Offeror does not assume any responsibility in the event
there is a violation by any person of such restrictions. Persons in the United
States should review "Notice to U.S. Holders" below. Persons into whose
possession this announcement or such other information should come are required
to inform themselves about and to observe any such restrictions.

This announcement is for information purposes only and is not a tender offer
document and, as such, is not intended to and does not constitute or form any
part of an offer or the solicitation of an offer to purchase, otherwise acquire,
subscribe for, sell or otherwise dispose of any securities, or the solicitation
of any vote or approval in any jurisdiction, pursuant to the Mandatory Offer or
otherwise. Investors may accept the Offer only on the basis of the information
provided in the Offer Document. Offers will not be made directly or indirectly
in any jurisdiction where either an offer or participation therein is prohibited
by applicable law or where any tender offer document or registration or other
requirements would apply in addition to those undertaken in Norway.

Shareholders of KMCP must rely upon their own examination of the Offer Document.
Each shareholder should study the Offer Document carefully in order to be able
to make an informed and balanced assessment of the Mandatory Offer and the
information that is discussed and described therein. Shareholders should not
construe the contents of this announcement as legal, tax or accounting advice,
or as information necessarily applicable to each shareholder. Each shareholder
should seek independent advice from its own financial and legal advisors prior
to making a decision to accept the offer.

Notice to U.S Holders
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 Commissions (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, 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 Mandatory Offer will
be made by the Offeror and no one else.
The Mandatory Offer is made to U.S. Holders pursuant to Section 14(e) and
Regulation 14E under the U.S. Exchange Act as a "Tier I" tender offer, and
otherwise in accordance with the requirements of Norwegian law. Accordingly, the
Mandatory Offer is subject to disclosure and other procedural requirements
timetable, settlement procedures and timing of payments, that are different from
those that would be applicable under U.S. domestic tender offer procedures and
law.

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
Mandatory 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 Mandatory
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 an English language press release via an electronically operated information
distribution system in the United States or other means reasonably calculated to
inform U.S. Holders of such information. In addition, the financial advisors to
the Offeror may also engage in ordinary course trading activities in securities
of the Company, which may include purchases or arrangements to purchase such
securities.

Danske Bank A/S NUF and DNB Carnegie are acting exclusively for Bekken Invest
and no one else in connection with the Mandatory Offer and will not regard any
other person (whether or not a recipient of this announcement) as a client in
relation to the Mandatory Offer and will not be responsible to anyone other than
the Offeror for providing the protections afforded to the clients of Danske Bank
A/S NUF and DNB Carnegie nor for giving advice in relation to the transaction or
any other arrangement referred to in this announcement.