ALTRAD ANNOUNCES WAIVER OF MINIMUM ACCEPTANCE CONDITION, CONFIRMATION THAT THERE WILL BE NO INCREASE IN THE OFFER PRICE AND FINAL EXTENSION OF THE OFFER PERIOD FOR THE RECOMMENDED CASH OFFER TO ACQUIRE ALL OUTSTANDING SHARES IN BEERENBERG

31 Oct 2024 07:00 CET

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, INTO OR WITHIN CANADA, AUSTRALIA, NEW ZEALAND, SOUTH AFRICA, HONG
KONG, JAPAN OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR
DISTRIBUTION WOULD BE UNLAWFUL.

31 October 2024: Reference is made to the announcement made on 4 September 2024
by Beerenberg AS ("Beerenberg" or the "Company") and Altrad Investment Authority
S.A.S ("Altrad" or the "Offeror") regarding the issuance of an offer document
(the "Offer Document") and the start of the offer period (the "Offer Period")
for the board recommended unregulated voluntary cash offer to acquire all
outstanding shares in the Company (the "Shares") not already owned by the
Offeror with an offer price (the "Offer Price") of NOK 41.50 per share (the
"Offer"). Reference is also made to the extensions of the Offer Period, latest
by announcement on 17 October 2024.

Altrad hereby announces a full waiver of the "Minimum Acceptance" closing
condition which until now has required that the Offer shall have been validly
accepted by shareholders of the Company representing (together with Shares
already owned by the Offeror) more than 90% of the issued and outstanding share
capital and voting rights of the Company on a fully diluted basis.

Following the full waiver by Altrad of the "Minimum Acceptance" closing
condition and fulfillment of the "Regulatory Approval" closing condition, as
announced on 9 October 2024, the Offer will be completed irrespective of final
acceptance level, subject only to the following closing conditions continuing to
be satisfied, or waived by the Offeror, in accordance with the terms of the
Offer: (ii) "Board Recommendation", (iv) "Ordinary Conduct of Business", (v) "No
Material Breach", (vi) "No Material Adverse Change" and (vii) "No Legal Action"
(together the "Remaining Closing Conditions"). To Altrad's knowledge all of the
Remaining Closing Conditions are currently satisfied.

Additionally, Altrad hereby confirms that it will not increase the Offer Price
and accordingly the Offer Price of NOK 41.50 per Share is Altrad's best and
final Offer Price.

To provide Beerenberg shareholders the opportunity to consider the Offer while
having available the information that the acceptance level of the Offer may no
longer hinder completion of the Offer, Altrad hereby announces a last and final
extension of the Offer Period to 16:30 (Norwegian time) on 12 November 2024.
There will be no further extensions of the Offer Period.

As of today, the Offeror has received acceptances that, together with the Shares
already owned by the Offeror, represents 75.19% of the issued and outstanding
share capital and voting rights of the Company, subject to customary
verification procedures.

Shareholders who want to accept the Offer must complete and return the
acceptance form which is included in the Offer Document and available on
www.danskebank.no/beerenberg, the webpage of Danske Bank Norwegian Branch (the
"Receiving Agent"), prior to the expiry of the Offer Period, which including the
last and final extension ends at 16:30 (Norwegian time) on 12 November 2024, in
accordance with procedures set out in the Offer Document and on the webpage of
the Receiving Agent. Shareholders with BankID access may complete and send the
Acceptance Form electronically via its BankID user online, by following the link
set out on the webpage of the Receiving Agent.

For shareholders accepting the offer within the end of the Offer Period, which
including the last and final extension ends on 16:30 (Norwegian time) on 12
November 2024, the registration of the cash settlement in VPS will take place
within 26 November, subject to continued fulfillment or waiver of the Remaining
Closing Conditions.

As Beerenberg is listed on Euronext Growth Oslo, which is a multilateral trading
facility not subject to the rules regarding mandatory offers pursuant to the
Norwegian Securities Trading Act, shareholders in Beerenberg that do not deliver
a timely acceptance of the Offer should be aware that they will not be receiving
a mandatory offer to acquire their Shares in Beerenberg following completion of
the Offer.

For more information about the Offer, including the conditions for completion,
please refer to the Offer Document dated 4 September 2024. The Offer Document is
available, subject to regulatory restrictions in certain jurisdictions, at
www.danskebank.no/beerenberg.

Advisers

BNP Paribas is acting as exclusive financial adviser and Advokatfirmaet
Wiersholm AS is acting as legal adviser to Altrad. Danske Bank, Norwegian branch
is acting as receiving agent for the Offer.

SpareBank 1 Markets AS is acting as financial advisor and Wikborg Rein
Advokatfirma AS is acting as legal advisor to Beerenberg.

About Beerenberg

Beerenberg has delivered cost efficient solutions to a wide range of industrial
enterprises for 47 years. Beerenberg is one of the leading suppliers of
maintenance and modifications services on the Norwegian Continental Shelf as
well as a global provider of insulating products. The group's expertise covers
the entire life cycle of the petroleum industry from field studies and newbuilds
to maintenance, modifications, and lifetime extensions. The operational
activities are organized in Beerenberg Services and its subsidiaries.
Headquartered in Bergen, Beerenberg has offices in Stavanger and Skien in Norway
and in Poland, UK, South-Korea, Thailand, Brazil, and Singapore. To learn more,
please visit www.beerenberg.com.

Important Notice

The Offer is being made to shareholders of Beerenberg as resident in the United
States in reliance on the Tier I exemption pursuant to Rule 14d-1 (c) under the
U.S. Securities Exchange of 1934, as amended (the "U.S. Exchange Act"), and
otherwise in accordance with the requirements of Norwegian law. Accordingly, the
Offer is subject to disclosure and other procedural requirements, including with
respect to the offer timetable, that are different from those that would be
applicable under U.S. domestic tender offer procedures and law. Furthermore, the
payment and settlement procedure with respect to the Offer will comply with
established practice in the Norwegian market, which differ from payment and
settlement procedures customary in the United States, particularly with regard
to the payment date of the consideration.

The Offer relates to shares of a Norwegian company listed and trading on
Euronext Growth Oslo and is subject to the legal provisions regarding the
implementation and disclosure requirements for such an offer, which differ
substantially from the corresponding legal provisions of the United States. For
example, the financial statements and certain financial information in the Offer
Document concerning the Company have been determined in accordance with the
International Financial Reporting Standards ("IFRS") and may therefore not be
comparable to the financial statements or financial information of U.S.
companies and other companies whose financial information is determined in
accordance with the Generally Accepted Accounting Principles of the United
States ("U.S. GAAP").

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
Offer, directly or indirectly, purchase or arrange to purchase, Shares or any
securities that are convertible into, exchangeable for or exercisable for such
Shares during the period in which the 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.

The Offer and the distribution of this announcement and other information in
connection with the Offer may be restricted by law in certain jurisdictions. The
Offer Document and the related acceptance form will not and may not be
distributed, forwarded or transmitted into or within any jurisdiction where
prohibited by applicable law, including, without limitation, Canada, Australia,
New Zealand, South Africa, Hong Kong and Japan. The Offeror does not assume any
responsibility in the event there is a violation by any person of such
restrictions. 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 not an offer document and, as such, does not constitute an
offer or the solicitation of an offer to acquire the Shares. 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.

This announcement contains certain forward-looking statements within the meaning
of the securities and laws and regulations of various international, federal,
and state jurisdictions. All statements, other than statements of historical
fact, included herein, including without limitation, statements regarding the
Offer, future plans and objectives of Company or the Offeror are forward-looking
statements that involve risk and uncertainties. There can be no assurances that
such statements will prove to be accurate and actual results could differ
materially from those anticipated in such statements.

More information:
Access the news on Oslo Bors NewsWeb site