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Luminor Bank AS - Tender Offer - Update

ANNOUNCEMENT OF MAXIMUM ACCEPTANCE AMOUNT


01 JUNE 2023


Full announcement including disclaimers and offer restrictions available via Euronext


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"On 31 May 2023, the Offeror priced a new issue of EUR 300,000,000 Fixed to Floating Rate Restricted Senior Preferred Notes due 8 June 2027 callable 8 June 2026 (the "New Notes"), which are the New Notes referred to in the Tender Offer Memorandum.


The Maximum Acceptance Amount in respect of the Offers has been set at EUR 600,000,000. The Offeror reserves the right, in its sole discretion, to accept significantly more or less than the Maximum Acceptance Amount for purchase pursuant to the Offers. As the Maximum Acceptance Amount is equal to the aggregate principal amount of the Notes outstanding, no Scaling Factor will be applied.


Whether the Offeror will purchase any Notes validly tendered in the Offers is subject, without limitation, to the successful completion (in the sole determination of the Offeror) of the issue of the New Notes (the "New Financing Condition"). Even if the New Financing Condition is satisfied (or waived), the Offeror is not under any obligation to accept for purchase any Notes tendered pursuant to the Offers. The acceptance for purchase by the Offeror of Notes tendered pursuant to the Offers is at the sole discretion of the Offeror and tenders may be rejected by the Offeror for any reason, subject to applicable law."


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Luminor Bank AS - ANNOUNCEMENT OF TENDER OFFERS


30 MAY 2023


Full announcement including disclaimers and offer restrictions available via Euronext


"Luminor Bank AS (the "Offeror") has today launched invitations to the holders of its outstanding (i) EUR 300,000,000 Fixed to Floating Rate Notes due August 2024 (ISIN: XS2523337389) (the "August 2024 Notes") and (ii) EUR 300,000,000 Fixed to Floating Rate Notes due December 2024 (ISIN: XS2265801238) (the "December 2024 Notes" and, together with the August 2024 Notes, the "Notes") to tender such Notes for purchase by the Offeror for cash, subject to the satisfaction or waiver of the New Financing Condition (as defined below) and the other terms and conditions described in the tender offer memorandum dated 30 May 2023 (the "Tender Offer Memorandum") (each such invitation, an "Offer" and together, the "Offers")."


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