Finansdepartementet has resolved that the merger between SpareBank 1 SR-Bank ASA and SpareBank 1 Sørøst-Norge may be carried out on a tax-free basis.

Reference is made to the stock exchange notice dated 5 December 2023 stating
that the General Meeting in SpareBank 1 SR-Bank ASA and the Supervisory Board in
SpareBank 1 Sørøst-Norge have approved the merger of the two banks, the notice
dated 17 April 2024 stating that the Norwegian Competition Authority has cleared
the transaction and notice 21 June 2024 stating that the Finanstilsynet has
granted necessary permits to carry out the said merger.

On 24 June 2024, the Ministry of Finance (Finansdepartementet) resolved that the
merger between SpareBank 1 SR-Bank ASA and SpareBank 1 Sørøst-Norge may be
completed on a tax-free basis, without immediate taxation of any gain due on the
transfer of the business, assets and liabilities of SpareBank 1 Sørøst-Norge,
and without immediate taxation of any of the  owners of equity certificates in
SpareBank 1 Sørøst-Norge, including the five savings bank foundations holding
equity certificates in SpareBank 1 Sørøst-Norge, in accordance with the
decisions made by the banks' General Meeting/Supervisory Board on 5 December
2023. 

The resolution was granted on certain conditions, including the following: 
(i)	For SpareBank 1 SR-Bank ASA og SpareBank 1 Sørøst-Norge the merger shall
take place with tax continuity for the transferred business, assets and
liabilities and tax values, basis for depreciations and time of purchase of
assets etc. related to the transferred business shall be continued in the
surviving bank. 
(ii)	For owners of equity certificates in SpareBank 1 Sørøst-Norge that are not
comprised by the Norwegian tax exemption model the merger will take place with
tax continuity, and tax values, time of purchase and paid in capital for tax
purposes shall be continued with tax continuity on the shares in SpareBank 1
SR-Bank ASA which the owners of equity certificates in SpareBank 1 Sørøst-Norge
receives as merger consideration. 
(iii)	SpareBank 1 SR-Bank ASA shall carry out a calculation of taxable gains on
the transfer of the business, assets and liabilities of SpareBank 1
Sørøst-Norge, provide a statement to the tax authorities that the terms of the
resolution is accepted and inform the owners of equity certificates in SpareBank
1 Sørøst-Norge etc. 

Certain additional conditions were also imposed. 

Of the authority approvals, final approval from the Norwegian Financial
Supervisory Authority of the necessary changes to the articles of association of
the owner foundations remain.

The planned implementation date is still 1 October 2024.

Contact persons: 
SpareBank 1 SR-Bank ASA 
CEO: Benedicte Schilbred Fasmer, tel. [phone]
CFO: Inge Reinertsen, tel. [phone] 
Financial director: Morten Forgaard, tlf. [phone]


SpareBank 1 Sørøst-Norge 
CEO: Per Halvorsen, tel. [phone] 
CFO: Roar Snippen, tel. [phone]
Head of treasury: Mona Storbrua, tlf. [phone]

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