Hanover Active Equity Fund III SCA SICAV RAIF, managed by Hanover Investors Management LLP entered into a transaction agreement to acquire remaining 74.70% stake in Lumi Gruppen AS (OB:LUMI) from all Board members and members of Lumi's executive management and others for approximately NOK 600 million on April 24, 2023. The shareholders of Lumi will receive a cash offer of NOK 15.25 per share. The offer will not be conditional on financing or further due diligence.

All Board members and members of Lumi's executive management holding shares, in the aggregate representing approximately 3.55% of Lumi's share capital, have entered into undertakings to pre-accept the offer in respect of shares they hold. Upon becoming the owner of more than 90% of the shares in Lumi, the offeror intends to make a compulsory acquisition of the remaining shares in Lumi. Lumi's Board of Directors unanimously recommended cash offer. The offer is subject to fulfilment or waiver by the offeror of customary completion conditions, including but not limited to no material adverse change having occurred, any relevant regulatory approvals being obtained, and Lumi having obtained consents required from creditors. Furthermore, completion of the offer will be subject to the offer being accepted by Lumi's shareholders and acceptance to acquire shares representing (together with shares it already owns) more than 90% of Lumi's total number of shares. As of May 18, 2023, the transaction has obtained the consents required from the creditors under its bank financing agreements for the purposes of waiving any right of prepayment or termination that would otherwise arise as a result of the Offeror acquiring all or any of the shares in the Lumi Gruppen AS. The offer is expected to be completed during the second quarter of 2023. As of Maya 30, 2023, the acceptance period for the Offer expires May 30, 2023. As of May 31, 2023, subject to customary verification, the Offeror has received acceptances of the Offer for a total of 6.39 million shares, representing approx. 11.6% of the outstanding shares and voting rights in the Lumi, which together with the 18.02 million shares owned by Hanover amounts to 24.62 million shares, representing approx. 44,6% of Lumi's total share capital on May 30, 2023. Offeror has extended the offer period until June 6, 2023. As of June 8, 2023. The Offeror today announces its issue of a subsequent offer document and the start of the acceptance period (the "Subsequent Offer Period") for the voluntary cash offer to acquire all outstanding shares of Lumi at a price of NOK 15.25 per Share. The Subsequent Offer Period will commence on June 8, 2023 and will expire on July 6, 2023.

Wikborg Rein & Co. is acting as legal advisor to Hanover Investors Management LLP. ABG Sundal Collier ASA acted as financial advisor and fairness opinion provider and Advokatfirmaet Thommessen AS as legal advisor to Lumi in connection with the offer. Pareto Securities AS acted as financial advisor to Hanover Investors Management LLP. CorpCann AS is acting as communications and IR advisor to the Offeror and Hanover.