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Norwegian Air Shuttle ASA
Investor presentation 21 February 2019
Disclaimer
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This presentation (the "Presentation") has been prepared by Norwegian Air Shuttle ASA (the "Company") solely for information purposes in connection with the rights issue (the "Rights Issue") in the Company and may not be copied or passed on, in whole or in part, or its contents reproduced, disclosed, published, distributed to or used by any other person without the prior consent of the Company. This Presentation does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States or any other jurisdiction. Neither this Presentation nor any part of it shall form the basis of, or be relied upon in connection with any offer, or act as an inducement to enter into any contract or commitment whatsoever. The securities referred to herein have not been registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), and may not be sold in the United States absent registration or to any persons
- ther than "qualified institutional buyers" (as defined in Rule 144A under the U.S. Securities Act) pursuant to an exemption from registration under the U.S. Securities Act. The Company does not intend to register any
portion of the offering of securities described herein in the United States or to conduct a public offering of the securities in the United States. Copies of this Presentation are not being made and may not be distributed or sent into the United States, Canada, Australia, Japan, Hong Kong or any other jurisdiction in which such distribution would be unlawful or would require registration or other measures. The offering of securities in connection with the Rights Issue will be made by means of a prospectus to be published in connection with the Rights Issue expected on or about 21 February 2019 that may be obtained from the Company and that contains detailed information about, among other things, the Company and its management, the Rights Issue, financial information and risk factors. Any decision to purchase shares in the Rights Issue should be made solely on the basis of information contained in the prospectus. The distribution of this Presentation may, in certain jurisdictions, be restricted by law. Persons in possession of this Presentation are required to inform themselves about and to observe any such restrictions. No action has been taken and no action outside of Norway will be taken in any jurisdiction that would permit the possession or distribution of any documents or any amendment or supplement thereto (including but not limited to this Presentation) in any country or jurisdiction where specific action for that purpose is required. In any EEA Member State that has implemented Directive 2003/71/EC (together with any applicable implementing measures in any member State, the "Prospectus Directive"), this Presentation is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Directive. In addition, in the United Kingdom, this Presentation is only directed at (a) investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (b) persons falling within Article 49(2)(a) to (d) of the Order; or (c) persons to whom any invitation or inducement to engage in investment activity can be communicated in circumstances where Section 21(1) of the Financial Services and Markets Act 2000 does not apply. Factual statements, statistical data, information regarding actual and proposed issues, views expressed, and projections, forecasts or statements relating to various matters referred to in this Presentation may change. Certain statements contained in this Presentation constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and can be identified by the use of forward-looking terminology, including the words "anticipate", "believe", "intend", "estimate", "expect", "will", "may", "should" and words of similar meaning. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. Accordingly, no assurance is given that such forward- looking statements will prove to have been correct and no representation or warranty is given as to the completeness or accuracy of any forward-looking statement contained in these materials or the accuracy of any of the underlying assumptions. Nothing contained herein shall constitute any representation or warranty as to the future performance of the Company, any financial instrument, credit, currency rate or other market or economic measure. Information about past performance given in these materials is given for illustrative purposes only and should not be relied upon as, and is not, an indication of future performance. Neither the Company nor any of its affiliates accepts or will accept any responsibility, duty of care, liability or obligations for providing any recipient with access to additional information, for updating, modifying or otherwise revising these materials or any of their contents, for correcting any inaccuracy in these materials or their contents (or any other written information or oral information provided in connection therewith) which may become apparent, or for notifying any recipient or any other person of any such inaccuracy. No representation or warranty (express or implied) is made as to the accuracy or completeness of any information contained herein, and it should not be relied upon as such. Neither the Company nor any of its subsidiary undertakings, nor the managers engaged by the Company in the Rights Issue (the "Managers"), or any such person's board members, officers or employees shall have any liability whatsoever arising directly
- r indirectly from the use of this Presentation. By reviewing this Presentation, you acknowledge that you will be solely responsible for your own assessment of the market outlook and the market position of the Company
and that you will conduct your own analysis and be solely responsible for forming your own view of the potential future performance of the Company’s business and prospects. The contents of this Presentation shall not be construed as legal, business or tax advice. Each reader of this Presentation should consult its own legal, business or tax advisor as to legal, business or tax advice. If you are in any doubt about the content of this Presentation, you should consult your stock broker, bank manager, lawyer, accountant or other professional adviser. By receiving this Presentation, you acknowledge that you will be solely responsible for your own assessment of the market and the market position of the Company and that you will conduct your own analysis and are solely responsible for forming your own opinion of the potential future performance of the Company's business. In making an investment decision, investors must rely on their own examination of the Company, including the merits and risks involved. The Managers and/or their representatives may hold shares, options or other securities of the Company and may, as principal or agent, buy or sell such securities. The Managers may have other financial interests in transactions involving these securities. This Presentation is governed by and shall be construed solely in accordance with Norwegian law, and disputes shall be subject to the exclusive jurisdiction of the Norwegian courts with Oslo City Court as legal venue.