Request for an extraordinary general meeting in Aker Horizons ASA

26 Feb 2026 07:50 CET

26 February 2026: The board of directors of Aker Horizons ASA ("AKH" or the
"Company") has received a letter from a group of shareholders representing
approximately 5.5% of the Company's shares and votes (jointly referred to as the
"Shareholder Group").

The Shareholder Group has requested that the board convenes an extraordinary
general meeting in the Company to consider a proposal for a corporate
investigation in the Company to investigate the valuation forming the basis for
the merger between Aker Horizons Holding AS ("AKHH") and Aker Holdco AS, a
subsidiary of Aker ASA (the "merger"), whether the Company has satisfied the
information requirements in MAR Article 17 and general matters of equal
treatment and use of Company resources.

The board does not see that there are any reasonable grounds for a corporate
investigation as proposed.

As informed on 9 May 2025, the merger between AKHH and Aker Holdco AS was done
at an exchange ratio based on the 30-day volume weighted average share price for
each of Aker ASA and AKH, at market value pursuant to market practice. DNB
Carnegie (previously DNB Markets) and Arctic Securities AS were engaged as
financial advisors to support the boards on valuation and methodology.
Furthermore, the Company has kept the market informed on a continuous basis as
per the requirements of MAR article 17, both regarding the merger process, the
terms of the merger and that the Company has undertaken a strategic review of
its options. The Company has informed the market of its very limited financial
resources immediately following the merger with a cash position of approx. NOK
20 million, that it has no operational activities or investment capacity and
that there were significant uncertainty related to the Company's future strategy
following the merger and consequently, risk in respect of the continued listing
of the Company (see for example the Company's half year report published on 15
July 2025 and stock exchange notices published on 1 September 2025 (Update on
merger with Aker) and 30 October 2025 (Q3 key financials)). Liquidation has
consequently been communicated as an alternative, including in the Company's
stock exchange notice published on 30 October 2025). Furthermore, the Company
has adhered to relevant principles and rules on equal treatment and acted
diligently with respect to use of Company resources.

Relevant information regarding the merger has been publicly available for an
extensive period and disclosed in accordance with applicable requirements. On
this basis, there is no material unmet information need.

Based on preliminary calculations, the Company's understanding is that around
80% of the shares held by the Shareholder Group have been acquired after the
merger was announced.

A request for an extraordinary general meeting will however be duly considered
and processed by the Company's board in accordance with the requirements set out
in the Norwegian Public Limited Liability Companies Act (the "Act"), following
which the board will revert on the matter.

Effects on the estimated liquidation dividend

The Company's board of directors has called for an extraordinary general meeting
to be held 26 February 2026 to decide on, among other things, a proposal to
liquidate the Company. As announced on 5 February 2026, the Company's only asset
is a limited portion of cash of which approximately NOK 4 - 6 million was
expected to be available for distribution as liquidation dividend, subject to
final accounts, settlement of liabilities, and costs associated with the
liquidation and delisting process.

Processing the request from the Shareholder Group, including calling for another
extraordinary general meeting will incur additional and subsequent costs for the
Company. Considering the limited cash available for distribution, the request
from the Shareholder Group is expected to have a significant adverse impact on
the estimated liquidation dividend. It is also noted that the Company will have
very limited funds available to fund any corporate investigation process, should
the extraordinary general meeting decide to proceed with such investigation.

ENDS

For further information:

Media and Investors: Mats Ektvedt, mats.ektvedt@corpcom.no

This information is subject to the disclosure requirements pursuant to section 5
-12 of the Norwegian Securities Trading Act.

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