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 announcements published on 16 January 2026 and 30
January 2026 regarding the extensions of the offer period to 30 January 2026 at
16:30 (CET) and 13 February 2026 at 16:30 (CET), respectively. Reference is
further made to the stock exchange announcement published on 16 February 2026
regarding the final result of the Offer.
Pursuant to an agreement between the Bidder and the four largest shareholders of
the Company, Karbon Invest AS ("Karbon"), Carucel Finance AS, Stella Industrier
AS/Stella AS and Varner Kapital AS ("Varner"), Karbon will transfer a total of
44,562,194 Shares to the Bidder. Karbon is a close associate of Jens Rugseth, a
board member and primary insider in the Company.
Further, Varner will transfer a total of 12,853,156 Shares to the Bidder. Varner
is a close associate of Espen Karlsen, board observer and primary insider in the
Company.
Please refer to the attached notifications of the transactions for further
details. This information is subject to the disclosure requirements pursuant to
Section 5-12 of the Norwegian Securities Trading Act, EU Market Abuse Regulation
Article 19 and Euronext Oslo Rule Book II.