KMC Properties : Publication of prospectus and launch of subscription period for the Subsequent Offering in KMC Properties ASA

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR
INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES OR ANY OTHER
JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL.

KMC Properties ASA (the "Company") refers to the stock exchange announcements
published on 16 September 2021 by the Company announcing the successful
completion of a private placement of new shares in the Company, raising gross
proceeds of NOK 300 million (the "Private Placement"), and a potential
subsequent offering (the "Subsequent Offering"). 

The Company has today registered a national prospectus (the "Prospectus") with
the Norwegian Register of Business Enterprises in accordance with section 7-8 of
the Norwegian Securities Trading Act. Neither the Financial Supervisory
Authority of Norway nor any other public authority has carried out any form of
review, control or approval of the Prospectus. This Prospectus does not
constitute an EEA-prospectus. 

The Prospectus can be obtained electronically by downloading it from
www.dnb.no/emisjoner and www.paretosec.com/updates/transactions. The Prospectus
will be available prior to the start of the Subscription Period (as defined
below).

The Subsequent Offering comprises the issue of up to 1,875,000 new shares (the
"Offer Shares") in the Company, each with a nominal value of NOK 0.20, at a
subscription price of NOK 8.00 per share, which is equal to the subscription
price in the Private Placement. Total gross proceeds will amount to
approximately NOK 15 million if all the Offer Shares are allocated.

The Subsequent Offering is directed towards existing shareholders in the Company
as of 16 September 2021 (as registered in the Norwegian Central Securities
Depository (the "VPS") on 20 September 2021 (the "Record Date"), who (i) were
not included in the pre-sounding phase of the Private Placement, (ii) were not
allocated shares in the Private Placement, and (iii) are not resident in a
jurisdiction where such offering would be unlawful or, would (in jurisdictions
other than Norway) require any prospectus, filing, registration or similar
action ("Eligible Shareholders"). Each Eligible Shareholder will receive
0.121188 non-tradeable subscription rights (the "Subscription Rights") for each
share held by such Eligible Shareholder in the Company as of the Record Date.
Each Subscription Right will, subject to applicable securities laws, give the
preferential right to subscribe for, and be allocated, one Offer Share in the
Subsequent Offering, rounded down to the nearest whole share. Over-subscription
will be permitted; however, there can be no assurance that Offer Shares will be
allocated for such subscriptions. Subscription without subscription rights will
not be permitted.

The subscription period will commence on 13 October 2021 at 09:00 hours (CEST)
and end on 27 October 2021 at 16:30 hours (CEST) (the ´´Subscription Period´´). 

In order to subscribe for shares, one of the Managers (as defined below) must
receive a complete and duly signed subscription form within the end of the
Subscription Period. Further instructions regarding the subscription procedure
is available in the Prospectus. Subscription Rights that are not used to
subscribe for Offer Shares before the expiry of the Subscription Period will
have no value and will lapse without compensation to the holder.

Notifications of allocated Offer Shares and the corresponding subscription
amount to be paid by each subscriber are expected to be distributed on or about
28 October 2021. 

The due date for payment of the Offer Shares is on 1 November 2021 (the "Payment
Date´´). The Offer Shares are expected to be delivered to the subscriber's VPS
account on or about 9 November 2021. 

DNB Markets, a part of DNB Bank ASA and Pareto Securities AS act as Managers in
the Subsequent Offering. Advokatfirmaet Schjødt AS acts as legal advisor to the
Company. 

For further information, please contact: 
Liv Malvik, CEO KMC Properties ASA, tel. [phone] 
Kristoffer Holmen, CFO KMC Properties ASA, tel. [phone] 
Charlotte Knudsen, IR and Communications KMC Properties ASA, tel. [phone]

About KMC Properties ASA 
KMC Properties is an Oslo Børs-listed real estate company focusing on
industrial- and logistic properties. The company has a diversified portfolio of
properties in the Nordics and the Netherlands, as well as an office building in
Moscow, Russia. The properties are strategically located and have long lease
agreements with solid tenants. KMC Properties has an ambitious strategy to grow
the portfolio through further development of existing properties, as well as M&A
initiatives. 

The information is such that KMC Properties ASA is required to disclose in
accordance with the EU Market Abuse Regulation. The information was submitted
for publication, through the agency of the contact person set out above, at
16:45 CET on 12 October 2021.


Important information: 
The release is not for publication or distribution, in whole or in part directly
or indirectly, in or into Australia, Canada, Japan or the United States
(including its territories and possessions, any state of the United States and
the District of Columbia). This release is an announcement issued pursuant to
legal information obligations, and is subject of the disclosure requirements
pursuant to section 5-12 of the Norwegian Securities Trading Act. It is issued
for information purposes only, and does not constitute or form part of any offer
or solicitation to purchase or subscribe for securities, in the United States or
in any other jurisdiction. 

The securities mentioned herein have not been, and will not be, registered under
the United States Securities Act of 1933, as amended (the "US Securities Act").
The securities may not be offered or sold in the United States except pursuant
to an exemption from the registration requirements of the US Securities Act. The
Company does not intend to register any portion of the offering of the
securities in the United States or to conduct a public offering of the
securities in the United States. Copies of this announcement are not being made
and may not be distributed or sent into Australia, Canada, Japan or the United
States. 

In any EEA Member State, this communication is only addressed to and is only
directed at qualified investors in that Member State within the meaning of the
Prospectus Regulation, i.e., only to investors who can receive the offer without
an approved prospectus in such EEA Member State. The expression "Prospectus
Regulation" means Regulation (EU) 2017/1129 (together with any applicable
implementing measures in any Member State). 

The issue, subscription or purchase of shares in the Company is subject to
specific legal or regulatory restrictions in certain jurisdictions. Neither the
Company nor the Managers assume any responsibility in the event there is a
violation by any person of such restrictions. 

The distribution of this release may in certain jurisdictions be restricted by
law. Persons into whose possession this release comes should inform themselves
about and observe any such restrictions. Any failure to comply with these
restrictions may constitute a violation of the securities laws of any such
jurisdiction. 

The Managers are acting for the Company and no one else in connection with the
Subsequent Offering and will not be responsible to anyone other than the Company
providing the protections afforded to their respective clients or for providing
advice in relation to the Subsequent Offering and/or any other matter referred
to in this release. 

Forward-looking statements: 
This release and any materials distributed in connection with this release may
contain certain forward-looking statements. By their nature, forward-looking
statements involve risk and uncertainty because they reflect the Company's
current expectations and assumptions as to future events and circumstances that
may not prove accurate. A number of material factors could cause actual results
and developments to differ materially from those expressed or implied by these
forward-looking statements.

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