SPIR GROUP ASA SPIR Storaksjonær

Disclosure of shareholding

19. January 2026 kl. 08:37

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.