In addition to the swap, SBN and Counterparty are parties to a share loan arrangement permitting Counterparty to borrow and use Ordinary Shares from SBN. Such Ordinary Shares borrowed by Counterparty may be used by it to establish its hedge positions under the swap, including through sales in the market.
Upon maturity or early termination of the swap, SBN may elect cash or physical settlement, after which Counterparty will unwind its hedge positions established during the term of the swap. If SBN elects cash settlement, then SBN will either pay to (if a positive amount) or receive from (if a negative amount) Counterparty the difference between (i) the average price for the Ordinary Shares obtained by Counterparty from establishing its hedge positions and (ii) the average price for the Ordinary Shares paid by Counterparty to unwind these positions. If SBN elects physical settlement, it will deliver to Counterparty the number of Ordinary Shares with respect to which Counterparty established hedge positions. If SBN makes no election, the swap will cash settle.
As a result of Counterparty’s ongoing hedging activity and exercise of its right to borrow and use Ordinary Shares held by SBN, on 25 August 2022, SBN’s net position in respect of Ordinary Shares has been reduced by 306,494 Ordinary Shares. SBN currently holds and may exercise voting rights with respect to 73,193,506 Ordinary Shares, or 14.96% of the outstanding Ordinary Shares and votes in the Company.
This disclosure is made pursuant to section 4-2 of the Norwegian Securities Trading Act.