Erling Bidco AS, a company indirectly wholly-owned by Apax Funds, announces completion of the voluntary recommended cash offer to acquire all shares in EcoOnline Holding AS (ECO)

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Reference is made to the joint announcement made on 2 June 2022, regarding the
voluntary recommended cash offer (the "Offer") by Erling Bidco AS ("Erling
Bidco" or the "Offeror") to acquire all outstanding shares (the "Shares") of
EcoOnline Holding AS ("EcoOnline" or the "Company") at a price of NOK 22.75 per
share (the "Offer Price"). Reference is further made to the announcement dated
18 August 2022 in which the Offeror announced that settlement of the Offer would
take place no later than 8 September 2022 (the "Settlement Notification").

The Offeror hereby announces that settlement of the Offer has been made in
accordance with the Settlement Notification and as set out in section 1.13
(Settlement) of the offer document dated 13 June 2022, prepared by the Offeror
in connection with the Offer (the "Offer Document"). As of today, the Offeror
has a total shareholding in the Company of 161,512,523 shares, equivalent to
approximately 97.51% of the share capital and voting rights in the Company. The
receiving agent has made payments to the shareholders of the Offer Price for
every share for which the Offer has been lawfully accepted, who are expected to
receive the settlement amount in their respective bank accounts during the
course of 8 September 2022.

The Offeror intends to effect a compulsory acquisition of the remaining shares
in the Company at a redemption price equal to the Offer Price of NOK 22.75 per
share, as soon as practically possible. A separate press release will be
announced when the compulsory acquisition has been resolved in accordance with
section 4-26 of the Norwegian Private Limited Liability Companies Act.

For more information, please refer to the Offer Document. The Offer Document is
available, subject to regulatory restrictions in certain jurisdictions, at the
website of SEB
(https://sebgroup.com/our-offering/prospectuses-and-downloads/prospectuses/ecoon
line).

SEB is acting as receiving agent for the Offer. William Blair International
Limited is acting as financial adviser to the Offeror. Kirkland & Ellis
International LLP and Advokatfirmaet Wiersholm AS are acting as legal advisors
to the Offeror.

Arma Partners LLP is acting as exclusive financial advisor to the Company.
Wikborg Rein Advokatfirma AS is acting as legal advisor to the Company.

CONTACTS
-	EcoOnline: Siw Ødegaard, CFO and Head of IR at EcoOnline, [phone],
[e-mail]
-	Luke Charalambous, Communications Manager at Apax, [phone],
[e-mail] 

About EcoOnline: 
EcoOnline is an EHS SaaS leader dedicated to developing software creating safer
and sustainable workplaces while ensuring compliance and environmental
sustainability. EcoOnline has offered a positive contribution to customers and
society since its inception and has a large, loyal customer base in the Nordics,
the UK, Ireland, US and many other countries. The Company also has a clear
history of successfully acquiring and integrating companies with same level of
employee engagement as EcoOnline.

About Erling Bidco:
Erling Bidco is a limited liability company indirectly wholly owned by Apax
Funds. Apax is a leading global private equity advisory firm. For more than 50
years, Apax has worked to inspire growth and ideas that transform businesses.
The firm has raised and advised funds with aggregate commitments of more than
$60 billion. The Apax Funds invest in companies across four global sectors of
tech, services, healthcare, and internet/consumer. Apax Funds provide long-term
equity financing to build and strengthen world-class companies.

****

The Offer and the distribution of this announcement and other information in
connection with the Offer may be restricted by law in certain jurisdictions. The
Offer Document and related acceptance forms will not and may not be distributed,
forwarded or transmitted into or within any jurisdiction where prohibited by
applicable law, including, without limitation, Canada, Australia, New Zealand,
South Africa, Hong Kong and Japan. The Offeror does not assume any
responsibility in the event there is a violation by any person of such
restrictions. Persons into whose possession this announcement or such other
information should come are required to inform themselves about and to observe
any such restrictions. 

This announcement is not a tender offer document and, as such, does not
constitute an offer or the solicitation of an offer to acquire the Shares.
Investors may accept the Offer only on the basis of the information provided in
the Offer Document. Offers will not be made directly or indirectly in any
jurisdiction where either an offer or participation therein is prohibited by
applicable law or where any tender offer document or registration or other
requirements would apply in addition to those undertaken in Norway. 

Disclaimers
William Blair International Limited, which is regulated by the Financial Conduct
Authority in the United Kingdom, is acting as financial adviser to the Offeror
and no-one else in connection with the Offer, will not regard any other person
as a client in relation to the Offer and will not be responsible to anyone other
than the Offeror for providing the protections afforded to clients of William
Blair International Limited or its affiliates, nor for providing advice in
relation to the Offer or any other matters referred to in the Offer Document.
None of William Blair International Limited, any of its affiliates, nor its or
their respective directors, officers, partners or employees owe or accept any
duty, liability or responsibility whatsoever (whether direct or indirect,
consequential, whether in contract, in tort, in delict, under statute or
otherwise) to any person who is not a client of William Blair International
Limited, in connection with the Offer, the Offer Document, any statement
contained therein, or otherwise.

Notice to U.S. Holders 
U.S. Holders (as defined below) are advised that the Shares are not listed on a
U.S. securities exchange and that the Company is not subject to the periodic
reporting requirements of the U.S. Securities Exchange Act of 1934, as amended
(the "U.S. Exchange Act"), and is not required to, and does not, file any
reports with the U.S. Securities and Exchange Commission (the "SEC") thereunder.
The Offer is made to holders of Shares resident in the United States ("U.S.
Holders") on the same terms and conditions as those made to all other holders of
Shares in the Company to whom an offer is made. Any information documents,
including the Offer Document, will be disseminated to U.S. Holders on a basis
comparable to the method that such documents are provided to the Company's other
shareholders to whom an offer is made. The Offer is made by the Offeror and no
one else. The Offer is made to U.S. Holders pursuant to Section 14(e) and
Regulation 14E under the U.S. Exchange Act as a "Tier II" tender offer, and
otherwise in accordance with the requirements of Norwegian law. Accordingly, the
Offer is subject to disclosure and other procedural requirements, including with
respect to the offer timetable, settlement procedures and timing of payments,
that are different from those that would be applicable under U.S. domestic
tender offer procedures and law. 

Pursuant to an exemption from Rule 14e-5 under the U.S. Exchange Act, the
Offeror and its affiliates or brokers (acting as agents for the Offeror or its
affiliates, as applicable) may from time to time, and other than pursuant to the
Offer, directly or indirectly, purchase or arrange to purchase, Shares or any
securities that are convertible into, exchangeable for or exercisable for such
Shares outside the United States during the period in which the Offer remains
open for acceptance, so long as those acquisitions or arrangements comply with
applicable Norwegian law and practice and the provisions of such exemption. To
the extent information about such purchases or arrangements to purchase is made
public in Norway, such information will be disclosed by means of an English
language press release via an electronically operated information distribution
system in the United States or other means reasonably calculated to inform U.S.
Holders of such information. In addition, the financial advisors to the Offeror
may also engage in ordinary course trading activities in securities of the
Company, which may include purchases or arrangements to purchase such
securities. 

Neither the SEC nor any securities supervisory authority of any state or other
jurisdiction in the United States has approved or disapproved the Offer or
reviewed it for its fairness, nor have the contents of the Offer Document or any
other documentation relating to the Offer been reviewed for accuracy,
completeness or fairness by the SEC or any securities supervisory authority in
the United States. Any representation to the contrary is a criminal offence in
the United States.

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