Announcement • Jul 23

Vår Energi ASA (OB:VAR) agreed to acquire BlueNord ASA (OB:BNOR) for NOK 12.8 billion.

Vår Energi ASA (OB:VAR) agreed to acquire BlueNord ASA (OB:BNOR) for NOK 12.8 billion on July 21, 2026. As part of consideration, BlueNord shareholders will as a merger consideration, receive 248.4 million new Vår Energi shares and NOK 1.964 billion ($204 million) in cash; equating to 9.7153 shares in Vår Energi and NOK 76.83 in cash as consideration for each share held in BlueNord. The transaction will strengthen Vår Energi with increased scale, cash generation and dividend capacity, while providing both Vår Energi and BlueNord shareholders with continued exposure to future value creation through ownership in Vår Energi. Vår Energi expects the transaction to be accretive on a per share basis to production, reserves, cash flow from operations and free cash flow, while increasing dividend capacity over time. The Company remains committed to its long-term dividend policy of distributing 25–30% of cash flow from operations after tax over the cycles. The transaction will be financed through the issuance 248.4 million new Vår Energi shares (representing a share issue of 9.95%), to be resolved by the Vår Energi board under the existing authorization granted by the 2026 annual general meeting and a cash consideration of NOK 1.964 billion ($204 million). Following completion, existing Vår Energi shareholders are expected to own approximately 90.95% of the shares outstanding, while BlueNord shareholders are expected to own approximately 9.05% of the shares in Vår Energi. Eni will remain long-term strategic majority shareholder with approximately 57.33% ownership post transaction. The boards of directors of both Vår Energi and BlueNord have approved the proposed transaction and consider it to be in the best interests of each company and their respective shareholders. Completion of the transaction is subject to approval by BlueNord shareholders at an extraordinary general meeting as well as other customary conditions, including receipt of relevant regulatory and governmental approvals, absence of certain license pre-emption right exercise, required licence and partner approvals, compliance with applicable covenants and expiry of statutory waiting periods. The transaction is not subject to further due diligence or financing. Closing of the transaction is expected around the end-2026. SpareBank 1 Markets AS acted as financial advisor for Vår Energi ASA. Barclays Bank Ireland PLC acted as financial advisor for Vår Energi ASA. Advokatfirmaet Schjødt As acted as legal advisor for Vår Energi ASA. KPMG AS acted as accountant for Vår Energi ASA. Jefferies International Limited acted as financial advisor for BlueNord ASA. Advokatfirmaet BAHR AS acted as legal advisor for BlueNord ASA. Gorrissen Federspiel Advokatpartnerselskab acted as legal advisor for BlueNord ASA. Rajesh Singhi, Jeremy Low, Akshat Bansal and Maryann Akujobi of Standard Chartered Bank provided a fairness opinion to the board of directors of BlueNord.

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