NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN
AUSTRALIA, CANADA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S
REPUBLIC OF CHINA, SOUTH AFRICA, NEW ZEALAND, JAPAN OR THE UNITED STATES, OR ANY
OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL

Reference is made to the stock exchange announcement by Quantafuel ASA
(“Quantafuel” or the “Company”) on 10 September 2020 regarding the contemplated
private placement (the "Private Placement") of new and existing shares in the
Company (together with the new shares, the "Offer Shares").  The Company hereby
announces that it has allocated 11.1 million Offer Shares in the Private
Placement at a subscription price of NOK 70 per share, corresponding to a total
size of the Private Placement of NOK 777 million. The Company will issue 8.6
million new shares, raising gross proceeds of NOK 602 million. The Selling
Shareholders (as defined below) have sold 2.5 million shares for in total NOK
175 million. 

ABG Sundal Collier and Pareto Securities AS acted as joint lead managers and
joint bookrunners (the “Joint Bookrunners”) in connection with the Private
Placement and Arctic Securities AS acted as co-manager (together with the Joint
Bookrunners, the “Managers”). 

The net proceeds to the Company from the Private Placement will be used to
invest in the further expansion and buildout of new plants, as well as general
corporate purposes. Reference is made to the releases from the Company on 10
September 2020 regarding the commencement of feasibility studies for large-scale
plastic chemical recycling plants and an operational update section included
below.

Notification of allotment of the Offer Shares including settlement instructions
will be sent to the applicants through a notification from the Managers on or
about 11 September 2020. Offer Shares will be settled through a delivery versus
payment transaction on or around 15 September 2020 with existing and
unencumbered shares in the Company that are already admitted to trading on
Merkur Market, pursuant to a share lending agreement between the Company,
certain existing shareholders and  the Joint Bookrunners. The Offer Shares will
be tradable from allocation, i.e. from 11 September 2020. The Joint Bookrunners
will settle the share loan with a corresponding number of new shares in the
Company to be issued by the Board pursuant to the authorization granted at the
Company's extraordinary general meeting on 3 July 2020.

The Board of Directors has considered the Private Placement in light of the
equal treatment obligations under the Norwegian Securities Trading Act and
applicable stock exchange rules, and is of the opinion that the Private
Placement is in compliance with these requirements. The Board is of the view
that it is in the common interest of the Company and its shareholders to raise
equity through a private placement, in view of the current market conditions and
the growth opportunities currently available to the Company. A private placement
enables the Company to raise capital in an efficient manner, and the Private
Placement is structured to ensure that a market based subscription price is
achieved. As the Private Placement has been structured to ensure that a market
based subscription price is achieved and equal treatment obligations under the
Norwegian Securities Trading Act and applicable rules for companies admitted to
trading on Merkur Market are observed, the Company does not intend to conduct a
subsequent share issue ("repair issue")  directed towards shareholders not
participating in the Private Placement.

The following existing shareholders (the “Selling Shareholders”) sold shares in
the Private Placement:
- T.D. Veen AS (represented on the Company’s Board of Directors) sold 1,000,000
shares;  after the sale, T.D. Veen owns 4,236,360 shares in the Company,
corresponding to 3.16% of the total number of shares and votes in the Company
following the share capital registration pursuant to the Private Placement;
- Kjetil Bøhn, CEO, through his wholly owned company KB Management AS, sold
900,000 shares; after the sale, Kjetil Bøhn (directly and indirectly) owns
3,657,050 shares corresponding to 2.72% of the total number of shares and votes
in the Company following the share capital registration pursuant to the Private
Placement;
- Oscar Spieler (Chairman of the Board) through his wholly owned company SOS
Ship Management AS, sold 300,000 shares; after the sale, Oscar Spieler (directly
and indirectly) owns 1,583,600 shares corresponding to 1.18% of the total number
of shares and votes in the Company following the share capital registration
pursuant to the Private Placement;
- Thomas Steenbuch Tharaldsen CSO, through his wholly owned company Math AS,
sold 300,000 shares; after the sale, Thomas Steenbuch Tharaldsen owns no shares
in the Company.

The Selling Shareholders have agreed to a customary lock-up on their remaining
shares for a period of six months following the Private Placement, subject to
customary exceptions, including sale of shares in connection with a listing of
the Company's shares on a regulated market. In addition, the Company has agreed
to a lock-up on future share issues for a period of six months following the
Private Placement, subject to customary exceptions, including with respect to a
potential offering in connection with a listing of the Company's shares on a
regulated market and directed share issues by the Company to strategic
partner(s) as part of M&A transactions and/or industrial cooperation(s).

Wikborg Rein Advokatfirma AS is acting as legal counsel to the Company and
Advokatfirmaet Thommessen AS is acting as legal counsel to the managers in
connection with the Private Placement.

Kjetil Bøhn, CEO
Mobile phone: +47 915 73 818

Kristian Flaten, CFO
Mobile phone: +47 950 92 322
Email: Kristian.Flaten@quantafuel.com

Important Notices 

This announcement is not and does not form a part of any offer to sell, or a
solicitation of an offer to purchase, any securities of the Company. The
distribution of this announcement and other information may be restricted by law
in certain jurisdictions. Copies of this announcement are not being made and may
not be distributed or sent into any jurisdiction in which such distribution
would be unlawful or would require registration or other measures. Persons into
whose possession this announcement or such other information should come are
required to inform themselves about and to observe any such restrictions. 

The securities referred to in this announcement have not been and will not be
registered under the U.S. Securities Act of 1933, as amended (the "Securities
Act"), and accordingly may not be offered or sold in the United States absent
registration or an applicable exemption from the registration requirements of
the Securities Act and in accordance with applicable U.S. state securities laws.
The Company does not intend to register any part of the offering or their
securities in the United States or to conduct a public offering of securities in
the United States. Any sale in the United States of the securities mentioned in
this announcement will be made solely to "qualified institutional buyers" as
defined in Rule 144A under the Securities Act.

In any EEA Member State, this communication is only addressed to and is only
directed at qualified investors in that Member State within the meaning of the
Prospectus Regulation, i.e., only to investors who can receive the offer without
an approved prospectus in such EEA Member State. The expression "Prospectus
Regulation" means Regulation 2017/1129 as amended together with any applicable
implementing measures in any Member State. 

This communication is only being distributed to and is only directed at persons
in the United  Kingdom that are (i) investment professionals falling within
Article 19(5) of the Financial Services  and Markets Act 2000 (Financial
Promotion) Order 2005, as amended (the "Order") or (ii) high net worth entities,
and other persons to whom this announcement may lawfully be communicated,
falling within Article 49(2)(a) to (d) of the Order (all such persons together
being referred to as "relevant persons"). This communication must not be acted
on or relied on by persons who are not relevant persons. Any investment or
investment activity to which this communication relates is available only for
relevant persons and will be engaged in only with relevant persons. Persons
distributing this communication must satisfy themselves that it is lawful to do
so. 

Matters discussed in this announcement may constitute forward-looking
statements. Forward-looking statements are statements that are not historical
facts and may be identified by words such as "believe", "expect", "anticipate",
"strategy", "intends", "estimate", "will", "may", "continue",  "should" and
similar expressions. The forward-looking statements in this release are based
upon various assumptions, many of which are based, in turn, upon further
assumptions. Although the Company believes that these assumptions were
reasonable when made, these  assumptions are inherently  subject to significant
known and unknown risks, uncertainties, contingencies and other important
factors which are difficult or impossible to predict and are beyond its control.


Actual events may differ significantly from any anticipated development due to a
number of  factors, including without limitation, changes in investment levels
and need for the Company’s products and services, changes in the  general
economic, political and market conditions in the markets in which the Company
operate, the Company’s ability to attract, retain and motivate qualified
personnel, changes in the Company’s ability to engage in commercially acceptable
acquisitions and strategic investments, and changes  in laws and regulation and
the potential impact of legal proceedings and actions. Such risks,
uncertainties, contingencies and other important factors could cause actual
events to differ materially from the expectations expressed or implied in this
release by such forward-looking statements. The Company does not provide any
guarantees that the assumptions underlying the forward-looking statements in
this announcement are free from errors nor does it accept any responsibility for
the future accuracy of the opinions expressed in this announcement or any
obligation to update or revise the statements in this announcement to reflect
subsequent events. You should not place undue reliance on the forward-looking
statements in this document.

The information, opinions and forward-looking statements contained in this
announcement speak only as at its date, and are subject to change without
notice. The Company does not undertake any obligation to review, update,
confirm, or to release publicly any revisions to any forward-looking statements
to reflect events that occur or circumstances that arise in relation to the
content of this announcement.

Neither of the Joint Bookrunners nor any of their respective affiliates makes
any representation as to the accuracy or completeness of this announcement and
none of them accepts any responsibility for the contents of this announcement or
any matters referred to herein.

This announcement is for information purposes only and is not to be relied upon
in substitution for the exercise of independent judgment. It is not intended as
investment advice and under no circumstances is it to be used or considered as
an offer to sell, or a solicitation of an offer to buy any securities or a
recommendation to buy or sell any securities in the Company. Neither the
Company, the Joint Bookrunners nor any of their respective affiliates accepts
any liability arising from the use of this announcement.