BW Energy

USD 75 million Private Placement successfully completed

USD 75 MILLION PRIVATE PLACEMENT SUCCESSFULLY COMPLETED

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF ANERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OF AMERICA AND THE DISTRICT OF COLUMBIA) (THE "UNITED STATES"), AUSTRALIA, CANADA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.

Reference is made to the stock exchange release by BW Energy Limited (the “Company”) on 20 January 2021 regarding a contemplated private placement (the “Private Placement”) of new shares in the Company with gross proceeds of up to USD 75 million. The Company is pleased to announce that the bookbuilding for the Private Placement has been completed, and that the Board of Directors by a subcommittee thereof (the "Board") has resolved to complete the Private Placement and allocate and issue 23,690,000 new shares (the "New Shares") at a subscription price of NOK 27 per share, raising gross proceeds of NOK 639,640,000 (approximately USD 75 million). The Private Placement was substantially over-subscribed.

The following primary insiders were allocated shares in the Private Placement;

• BW Group Limited was allocated 8,322,192 shares and will following completion of the Private Placement hold 90,632,259 shares in the Company, corresponding to approximately 35.13% of the total number of shares in the Company.
• Carl Arnet, CEO of BW Energy, was allocated 243,294 shares and will following completion of the Private Placement hold 2,649,582 shares in the Company, corresponding to approximately 1.03% of the total number of shares in the Company.
• Knut Sæthre, CFO of BW Energy, was allocated 18,518 shares and will following completion of the Private Placement hold 125,991 shares in the Company, corresponding to approximately 0.05% of the total number of shares in the Company.

In order to facilitate timely delivery of shares to subscribers in the Private Placement, delivery of the shares allocated in the Private Placement will be made by delivery of already listed shares in the Company pursuant to a share lending agreement entered into between the Company, the Managers and BW Group Limited.