Onsdag 17 December | 14:01:53 Europe / Stockholm

Vow

2025-12-16 16:30:14
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, HONG KONG, SOUTH AFRICA OR IN ANY
JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE
SECURITIES DESCRIBED HEREIN.

DNB Bank ASA (the "Seller") has retained DNB Carnegie, a part of DNB Bank ASA
(the "Manager") as Sole Bookrunner to explore a potential sale of 35,823,328
existing shares (equal to approx. 12.29% of the outstanding shares) in Vow ASA
(the "Company") through an accelerated bookbuilding offering (the "Offering").

The bookbuilding process will commence immediately following the publication of
this announcement and may be closed at short notice or without notice at the
full discretion of the Seller and the Manager. The Seller reserves the right, at
its sole discretion, to sell fewer shares or no shares at all.

The Seller currently owns 71,646,656 shares in the Company (equal to approx.
24.59% of the outstanding shares) and will enter into a 90 day lock-up for all
shares not sold as part of the Offering. The Seller will continue to act as a
responsible shareholder in the company, and the sale of shares reflects a
natural rebalancing of their overall targeted exposure.

The minimum order and allocation in the Offering have been set to the NOK
equivalent of EUR 100,000. The Seller Manager may, however, allocate an amount
below the NOK equivalent of EUR 100,000 in the Offering to the extent exemptions
from prospectus requirements, in accordance with Regulation (EU) 2017/1129, are
available.

The Offering is expected to be priced and allocated before 09:00 CET on 17
December 2025 (T). The settlement in the Offering will be conducted on a normal
delivery-versus-payment basis (DVP, T+2).


For more information about the Offering please contact the Manager:

DNB Carnegie, a part of DNB Bank ASA: +47 24 16 90 20



This information is considered to include inside information pursuant to the EU
Market Abuse Regulation article 7 and is subject to the disclosure requirements
pursuant to section 5-12 of the Norwegian Securities Trading Act.

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 its
securities in the United States or to conduct a public offering of securities in
the United States.

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 (EU) 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 "qualified investors" within the meaning of the
Prospectus Regulation as it forms part of English law by virtue of the European
Union (Withdrawal) Act 2018 and 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 Seller 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 their control.

By their nature, forward-looking statements are subject to numerous factors,
risks and uncertainties that could cause actual outcomes and results to be
materially different from those projected. Readers are cautioned not to place
undue reliance on these forward-looking statements. Except for any ongoing
obligation to disclose material information as required by the applicable law,
the Seller does not have any intention or obligation to publicly update or
revise any forward-looking statements after they distributes this announcement,
whether to reflect any future events or circumstances or otherwise.

In connection with the sale of the shares, the Manager and any of their
affiliates may take up a portion of the shares in the Offering as a principal
position and in that capacity may retain, purchase, sell, offer to sell for
their own accounts such shares and other securities of the Company or related
investments in connection with the Offering or otherwise. Accordingly,
references in this announcement to the shares being sold, offered, subscribed,
acquired, placed or otherwise dealt in should be read as including any issue or
offer to, or subscription, acquisition, placing or dealing by, the Manager and
any of their affiliates acting in such capacity. In addition the Manager and
any of their affiliates may enter into financing arrangements (including swaps
or contracts for differences) with investors in connection with which the
Manager and its affiliates may from time to time acquire, hold or dispose of
Shares. The Managers do not intend to disclose the extent of any such investment
or transactions otherwise than in accordance with any legal or regulatory
obligations to do so.

A communication that a transaction is or that the book is "covered" (i.e.
indicated demand from investors in the book equals or exceeds the amount of the
securities being offered) is not any indication or assurance that the book will
remain covered or that the transaction and securities will be fully distributed
by Manager. The Manager reserves the right to take up a portion of the
securities in the offering as a principal position at any stage at their sole
discretion, inter alia, to take account of the objectives of the seller, MiFID
II requirements and in accordance with allocation policies.