SATS ASA: Disclosure of shareholding and mandatory notification of trade

26 Feb 2025 19:40 CET

26 February 2025: TG Nordic Invest ApS ("TG"), an entity owned by
TryghedsGruppen smba, has together with SATS Management Invest AS ("SMI") and
HFN Group AS ("HFN" and together with TG and SMI the "Vendors") today sold
33,438,248 shares in SATS ASA (the "Company") as further outlined below,
representing 16.34% of the share capital and votes in the Company at a price
of NOK 30.50 per share for a total transaction size of NOK 1,020 million (the
"Transaction").

TG has sold 25,847,035 shares in the Transaction, and will subsequently hold
20,500,000 shares in the Company, representing a decrease from approx. 22.64%
to approx. 10.01% of the share capital in the Company. TG has entered into a
customary 90-day lock-up agreement for its remaining shareholding in the
Company after the Transaction.

SMI has sold 4,151,483 shares in the Transaction and will subsequently hold 0
shares in the Company. SMI is a share purchase program that was implemented in
2015, prior to the Company's IPO in 2019 during its prior ownership. SMI is
owned by current and former employees, including two primary insiders of the
Company, Cecilie Elde and Gaute Sandal (holding 8.45% of SMI combined), and is
a closely related party to Elde. Both primary insiders have invested in the
Share Investment Program announced on 14 February 2025. Following this
transaction, Elde holds 789,570 shares and Sandal holds 612,648 shares in SATS
ASA. The details are further set out in the attached notification form.

HFN has sold 3,439,730 shares in the Transaction and will subsequently hold 0
shares in the Company. HFN, also currently under liquidation, is owned by TG
(49%), Altor (39.5%) and certain other investors (11.5%). The 3,439,730 shares
sold was received by HFN in connection with SMI's liquidation process and as
settlement of an outstanding loan to SMI.

ABG Sundal Collier ASA and SpareBank 1 Markets AS acted as joint bookrunners
in connection with the Transaction.

The disclosures set out in this announcement are subject to the disclosure
requirement pursuant to article 19 of the EU Market Abuse Regulation and
sections 4-2 and 5-12 of the Norwegian Securities Trading Act.

More information:
Access the news on Oslo Bors NewsWeb site

639828_Mandatory Notification Of Trade SATS Management Invest 26 02 2025.pdf