Sikri Holding AS : - Contemplated private placement

Oslo, 26 April 2021. Sikri Holding AS ("Sikri" or the "Company"), a key player
in the market for managing and archiving documents specializing towards the
public sector and providing the software platforms Elements, ephorte, ESA and
eByggesak, has engaged ABG Sundal Collier ASA (the "Manager") to advise on and
effect a contemplated private placement of up to 4,000,000 new shares (the
"Offer Shares") raising up to NOK 460 million in gross proceeds to the Company
(the "Private Placement").

The Company intends to use the net proceeds from the Private Placement to
finance the equity component of the Company's strategic acquisition of Ambita AS
("Ambita"), a technology company delivering solutions digitizing the real estate
market, from the Norwegian Ministry of Trade, Industry and Fisheries, as
announced on 19 April 2021 (the "Acquisition"), as well as for continued organic
and in-organic growth initiatives. 

The Private Placement will be directed towards Norwegian and international
investors, in each case subject to an exemption being available from offer
prospectus requirements and any other filing or registration requirements in the
applicable jurisdictions and subject to other selling restrictions. The minimum
application and allocation amount has been set to the NOK equivalent of EUR
100,000. The Company may, however, at its sole discretion, allocate an amount
below EUR 100,000 to the extent applicable exemptions from the prospectus
requirement pursuant to the Norwegian Securities Trading Act and ancillary
regulations are available.

The price in the Private Placement has been set at NOK 115 per Offer Share (the
"Offer Price"). The bookbuilding period in the Private Placement will commence
today, 26 April 2021 at 16:30 hours CEST and is expected to close on 27 April
2021 at 08:00 hours CEST. The Manager and the Company may, however, at any time
in their sole discretion and on short notice resolve to close or extend the
bookbuilding period. If the bookbuilding period is shortened or extended, any
other dates referred to herein may be amended accordingly.

As communicated in the stock exchange release on 19 April 2021, Karbon Invest
AS, Carucel N59 AS and M25 Industrier AS (the "Guarantors"), combined holding
approximately 74% of the shares in the Company, have guaranteed NOK 350 million
of new equity in connection with the Acquisition. The Guarantors have
furthermore, on a pro rata basis, pre-subscribed for NOK 200 million in the
Private Placement and will as a minimum be allocated NOK 100 million, NOK 25
million and NOK 25 million, respectively. In addition, the Company has received
significant additional pre-subscriptions from other existing shareholders as
well as new investors and the Private Placement is fully covered on indications
received prior to this announcement. 

Allocation of the shares in the Private Placement will be determined at the end
of the bookbuilding period, and final allocation will be made by the Board at
its sole discretion, following advice from the Manager. 

The Company will announce the result of the Private Placement through a stock
exchange notice expected to be published before opening of the trading on
Euronext Growth Oslo on 27 April 2021. 

Settlement of the Private Placement will be on a delivery versus payment basis
by delivery of existing and unencumbered shares in the Company, that are already
listed on Euronext Growth Oslo, pursuant to a share lending agreement between
the Manager, the Company and Karbon Invest AS. The shares delivered to investors
will thus be tradable upon allocation. The Manager will settle the share loan
with new shares in the Company to be issued in connection with the Private
Placement. 

Completion of the Private Placement by delivery of New Shares to investors is
subject to the corporate resolutions of the Company required to implement the
Private Placement, including a resolution of the Board to proceed with the
Private Placement following the expiry of the bookbuilding period and to
increase the share capital of the Company by the issuance of the Offer Shares
pursuant to the authorisation granted by the Company's general meeting on 24
June 2020. 

The Private Placement represents a deviation from the shareholders' pre-emptive
right to subscribe for the Offer Shares. The board of directors has considered
the Private Placement in light of the requirements in the Norwegian Private
Limited Companies Act and the rules of equal treatment set out in the Continuing
Obligations for companies admitted to trading on Euronext Growth and Oslo Børs'
guidelines on the rules of equal treatment. The board of directors has in this
respect inter alia taken into consideration that it was necessary to secure
financing for the acquisition of Ambita prior to signing an agreement for the
Acquisition. The Board has on this basis concluded that the Private Placement is
in compliance with these requirements.

Advisors:

ABG Sundal Collier ASA is acting as financial adviser and sole bookrunner and
AGP Advokater is acting as legal advisor to Sikri in connection with the Private
Placement.

For further information, please contact:

Nicolay Moulin, CEO - Sikri
E-mail: [e-mail]. Telephone: [phone]

About Sikri:

Sikri is a software company that specializes in delivering critical software
solutions to the public sector in the Nordic region. Sikri has historically
delivered the best digital solution for case management and archive systems
specialized to the public sector and are now also delivering broad software
solutions. Sikri offers complete solutions for cloud services, conversion and
delivery of databases and documents, as well as the construction case area
(eByggesak), map and cadastre. Sikri Holding AS is a Norwegian private limited
company having its shares admitted to trading on Euronext Growth Oslo, an MTF
operated by Oslo Børs, with ticker "SIKRI".

Important Notice
This announcement is not, and does not form a part of, any offer to sell, or a
solicitation of an offer to purchase, any securities of the Company. The
distribution of this announcement and other information may be restricted by law
in certain jurisdictions. Copies of this announcement are not being made and may
not be distributed or sent into any jurisdiction in which such distribution
would be unlawful or would require registration or other measures. Persons into
whose possession this announcement or such other information should come are
required to inform themselves about and to observe any such restrictions. 

The securities referred to in this announcement have not been and will not be
registered under the U.S. Securities Act of 1933, as amended (the "US Securities
Act"), and accordingly may not be offered or sold in the United States absent
registration or an applicable exemption from the registration requirements of
the US Securities Act and in accordance with applicable U.S. state securities
laws. The Company does not intend to register any part of the offering or their
securities in the United States or to conduct a public offering of securities in
the United States. Any sale in the United States of the securities mentioned in
this announcement will be made solely to "qualified institutional buyers" as
defined in Rule 144A under the US Securities Act.

In any EEA Member State, this communication is only addressed to and is only
directed at qualified investors in that EEA 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 2017/1129 as amended together with any
applicable implementing measures in any EEA Member State. 

This communication is only being distributed to and is only directed at persons
in the United Kingdom that are (i) investment professionals falling within
Article 19(5) of the Financial Services  and Markets Act 2000 (Financial
Promotion) Order 2005, as amended (the "Order") or (ii) high net worth entities,
and other persons to whom this announcement may lawfully be communicated,
falling within Article 49(2)(a) to (d) of the Order (all such persons together
being referred to as "relevant persons"). This communication must not be acted
on or relied on by persons who are not relevant persons. Any investment or
investment activity to which this communication relates is available only for
relevant persons and will be engaged in only with relevant persons. Persons
distributing this communication must satisfy themselves that it is lawful to do
so. 

Matters discussed in this announcement may constitute forward-looking
statements. Forward-looking statements are statements that are not historical
facts and may be identified by words such as "believe", "expect", "anticipate",
"strategy", "intends", "estimate", "will", "may", "continue",  "should" and
similar expressions. The forward-looking statements in this release are based
upon various assumptions, many of which are based, in turn, upon further
assumptions. Although the Company believes that these assumptions were
reasonable when made, the assumptions are inherently subject to significant
known and unknown risks, uncertainties, contingencies and other important
factors which are difficult or impossible to predict and are beyond the
Company's control. 

Actual events may differ significantly from any anticipated development due to a
number of factors, including without limitation, changes in investment levels
and need for the Company's services, changes in the  general economic, political
and market conditions in the markets in which the Company operates, the
Company's ability to attract, retain and motivate qualified personnel, changes
in the Company's ability to engage in commercially acceptable acquisitions and
strategic investments, and changes in laws and regulation and the potential
impact of legal proceedings and actions. Such risks, uncertainties,
contingencies and other important factors could cause actual events to differ
materially from the expectations expressed or implied in this release by
forward-looking statements. The Company does not provide any guarantees that the
assumptions underlying the forward-looking statements in this announcement are
free from errors nor does it accept any responsibility for the future accuracy
of the opinions expressed in this announcement or any obligation to update or
revise the statements in this announcement to reflect subsequent events. You
should not place undue reliance on the forward-looking statements in this
document.

The information, opinions and forward-looking statements contained in this
announcement speak only as at its date, and are subject to change without
notice. The Company does not undertake any obligation to review, update,
confirm, or to release publicly any revisions to any forward-looking statements
to reflect events that occur or circumstances that arise in relation to the
content of this announcement.

Neither the Manager nor any of its respective affiliates make any representation
as to the accuracy or completeness of this announcement and none of them accept
any responsibility for the contents of this announcement or any matters referred
to herein.

This announcement is for information purposes only and is not to be relied upon
in substitution for the exercise of independent judgment. It is not intended as
investment advice and under no circumstances is it to be used or considered as
an offer to sell, or a solicitation of an offer to buy any securities or a
recommendation to buy or sell any securities in the Company. Neither the Manager
nor any of its respective affiliates accept any liability arising from the use
of this announcement.

This announcement is an advertisement and is not a prospectus for the purposes
of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14
June 2017 on prospectuses to be published when securities are offered to the
public or admitted to trading on a regulated market, and repealing Directive
2003/71/EC (as amended) as implemented in any Member State. 

This information is considered to be inside information pursuant to the EU
Market Abuse Regulation, and is subject of the disclosure requirements of
section 5-12 of the Norwegian Securities Trading Act.

The stock exchange announcement was published by Camilla Aardal, CFO, Sikri
Holding AS.

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