Edison Bidco AS Announces Compulsory Acquisition of Remaining Issued and Outstanding Shares in Volue ASA

29 Oct 2024 17:19 CET

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Oslo, 29 October 2024 – Reference is made to the stock exchange announcement
made on 28 October 2024 regarding the final results of the voluntary cash tender
offer (the "Offer") made by Edison Bidco AS (the "Offeror"), an indirect
subsidiary of AI Volt (Luxembourg) Sàrl, a vehicle formed by funds managed
and/or advised by Advent International, L.P. and/or certain of its affiliates
("Advent International") and funds managed and/or advised by Generation
Investment Management LLP ("Generation Investment Management") to acquire all of
the outstanding shares (the “Shares”) in Volue ASA ("Volue" or the "Company") at
a price of NOK 42.00 per Share (the "Offer Price").

Following completion of the Offer, the Offeror holds 142,322,514 shares in the
Company, representing approx. 98.9% of the total share capital and voting rights
in Volue.

The board of directors of the Offeror has resolved, with effect from close of
trading on the Oslo Stock Exchange today, 29 October 2024, a compulsory
acquisition of all Shares not owned by the Offeror, pursuant to Section 4-25 of
the Norwegian Public Limited Liability Companies Act and Section 6-22 (1) of the
Norwegian Securities Trading Act. As a consequence, the Offeror has assumed
ownership of all Shares in the Company.

The offered redemption price in the compulsory acquisition is NOK 42 per Share
(the "Redemption Price"), which is equal to the Offer Price in the Offer. The
Offeror has obtained a statutory guarantee for the settlement of the Redemption
Price in the compulsory acquisition in accordance with Section 6-22 (3) no. 3 of
the Norwegian Securities Trading Act.

Any objections to, or rejection of, the Redemption Price must be received at the
latest by 23:59 hours (CET) on 29 December 2024 (the "Objection Deadline").
Former shareholders of the Company who do not object to, or reject, the
Redemption Price within the Objection Deadline will be deemed to have accepted
the Redemption Price.

Settlement of the Redemption Price will occur on 5 November. A notice regarding
the compulsory acquisition will be sent to all former shareholders subject to
the compulsory acquisition whose addresses are known. In addition, the
compulsory acquisition will be announced through the electronic notice service
of the Norwegian Register of Business Enterprises (Nw.: Foretaksregisteret).

Following the compulsory acquisition, the Offeror will pursue a delisting of the
Shares from the Oslo Stock Exchange.

Advisers

Carnegie AS is acting as financial advisor while Advokatfirmaet Schjødt AS and
Kirkland & Ellis International are acting as legal advisors to the Offeror,
Advent and Generation and Clifford Chance LLP is acting as legal advisor to
Generation. ABG Sundal Collier ASA is acting as financial advisor to AFK while
Advokatfirmaet Wiersholm AS is acting as legal advisor to AFK. First House is
acting as communication advisors to Advent, AFK and Generation.

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