PASSING 90% THRESHOLD IN THE VOLUNTARY OFFER FOR ALL ISSUED AND OUTSTANDING SHARES IN KYOTO GROUP AS

PASSING 90% THRESHOLD IN THE VOLUNTARY OFFER FOR ALL ISSUED AND OUTSTANDING SHARES IN KYOTO GROUP AS

Issuer

Kyoto Group AS

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

Reference is made to the offer document dated 20 June 2024 (the "Offer
Document") for the voluntary offer for all issued and outstanding shares (the
"Shares") in Kyoto Group AS (such offer, the "Offer") by GF I Kiln HoldCo AS
(the "Offeror") for a cash consideration of NOK 24 per Share (the "Offer
Price").

The Offeror has received acceptances for a total of 8,469,991 Shares in the
Offer, including acceptances received from pre-accepting shareholders. Taken
together with Shares already owned by the Offeror, Shares committed to be
contributed to the Offeror and shares to be issued to the Offeror through a
directed share issue in the Company (the "Investment"), this will represent
approx. 95.71 percent of the total number of outstanding shares in the Company
following issuance of shares in the Investment, and thereby passing the 90%
threshold which is a condition for completion of the Offer.

Consequently, the Offeror will not extend the offer period which expired today
at 16:30 (CEST) on 27 June 2024 (the "Offer Period") and will proceed with
settlement of the Offer as soon as possible, conditional upon completion of the
Investment and the continued fulfilment of the other closing conditions for the
Offer.

Following settlement of the Offer, the Offeror intends to proceed with a
compulsory acquisition of the remaining Shares pursuant to section 4-26 of the
Norwegian Private Companies Act.

For further information, please see section 1.6 (Conditions to the Offer),
section 1.12 (Settlement) and section 1.15 (Announcements in relation to the
Offer) in the Offer Document. The Offer Document is, subject to regulatory
restrictions in certain jurisdictions, available at the webpage of SpareBank 1
Markets AS acting as receiving agent in the Transaction:
https://www.sb1markets.no/en/transactions/2024/june/kyoto-group/.

Advisers

Alpha Corporate Finance is acting as financial adviser to Kyoto Group.
Advokatfirmaet Wiersholm AS is acting as legal adviser to Kyoto Group.
Advokatfirmaet Schjødt AS is acting as legal adviser to Glentra.

For further information, please contact:

Kyoto Group:

Håvard Haukdal, CFO

[email protected]

+47 48 10 65 69

For Glentra:

Reliance A/S, Poul Lykkesfeldt

[email protected]

+45 20 21 71 30

Important notice

The Offer and the distribution of this announcement and other information in
connection with the Offer may be restricted by law in certain jurisdictions. The
Offeror and the Company assume no responsibility in the event that there is a
violation by any person of such restrictions. Persons who are in possession of
this announcement or such other information are required to inform themselves
about and to observe any such restrictions.

The Offer and the distribution of this announcement and other information in
connection with the Offer may be restricted by law in certain jurisdictions.
When published, the Offer Document and related acceptance forms will not and may
not be distributed, forwarded or transmitted into or within any jurisdiction
where prohibited by applicable law, including, without limitation, Canada,
Australia, New Zealand, South Africa, Hong Kong and Japan.

The Offeror does not assume any responsibility in the event there is a violation
by any person of such restrictions. Persons into whose possession this
announcement or such other information should come are required to inform
themselves about and to observe any such restrictions.

This announcement is not a tender Offer document and, as such, does not
constitute an offer or the solicitation of an offer to acquire the Shares.
Investors may accept the Offer only on the basis of the information provided in
the Offer Document. Offers will not be made directly or indirectly in any
jurisdiction where either an offer or participation therein is prohibited by
applicable law or where any tender offer document or registration or other
requirements would apply in addition to those undertaken in Norway.

This announcement contains certain forward-looking statements within the meaning
of the securities and laws and regulations of various international, federal,
and state jurisdictions. All statements, other than statements of historical
fact, included herein, including without limitation, statements regarding the
Offer, future plans and objectives of Company or the Offeror are forward-looking
statements that involve risk and uncertainties. There can be no assurances that
such statements will prove to be accurate and actual results could differ
materially from those anticipated in such statements.

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622603_Release.pdf