Disclosure of shareholding

19 Jan 2026 08:37 CET

19 January 2026: Reference is made to the stock exchange announcement published
on 19 December 2025 regarding the launch of a voluntary cash offer by Bidco
Clover AS (the "Bidder") for all issued and outstanding shares (the "Shares") in
Spir Group ASA (the "Company") not already directly or indirectly controlled by
the Bidder at an offer price of NOK 8.567 per share (the "Offer"), as further
set out in the offer document dated 18 December 2025 (the "Offer Document").
Further reference is made to the stock exchange notice published 16 January 2026
regarding extension of the offer period and waiver of the Regulatory Approval
condition, as set out in Section 1.3 ("Closing Conditions") in the Offer
Document. Reference is further made to the stock exchange announcement published
earlier today, on 19 January 2026, regarding update on acceptances.

As announced on 19 January 2026, the Bidder has received acceptances under the
Offer for 27,703,217 Shares, corresponding to approximately 20.84% of the issued
and outstanding share capital and voting rights of the Company. Including Shares
under an agreement between the Bidder and the four largest shareholders of the
Company, Karbon Invest AS, Carucel Finance AS, Stella Industrier AS/Stella AS
and Varner Kapital AS, and pre-commitments from certain shareholders in the
Company, the Bidder has received acceptances of the Offer, including
pre-commitments, for a total of 116,186,686 Shares, corresponding to
approximately 87.39% of all Shares, thereby crossing above the 2/3 threshold
pursuant to the Norwegian Securities Trading Act section 4-2.

This disclosure is made pursuant to section 4-2 of the Norwegian Securities
Trading Act.

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