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Mandatory notification of trade 07/03/2022

07 / 03 / 2022

RCAF E-Learning Sàrl ("RCAF"), a company ultimately controlled by funds managed by investment firm The Riverside Company, has on 7 March 2022 entered into an agreement (subject to certain conditions) to sell all its 71,617,932 shares in Mintra Holding AS (MNTR) ("Mintra"), equal to approx. 38.52% of the total issued share capital and votes in Mintra, at a price of NOK 3.75 per share. The buyer of the shares are P/F Tjaldur, a Faroese industrial holding company, together with Ferd, a family-owned Norwegian investment company.

Following completion of the sale, which is expected to take place on or about 14 March 2022, neither RCAF nor any affiliates of RCAF will hold shares or rights to shares in Mintra.

Following the sale, Martin Scott and Jeroen Lenssen, representatives of The Riverside Company, have informed that they will resign from the board of Mintra.
RCAF has requested Mintra that an extraordinary general meeting shall be held to change the board composition, cf. section 5-6 (2) of the Private Limited Liability Companies Act. Consequently, the board of Mintra will call for an extraordinary general meeting of the company to elect new directors to the board in replacement of the resigning directors. The calling notice for the extraordinary general meeting is expected to be published on 7 March 2022.

Commenting on the sale, Martin Scott, Partner of Riverside Europe, said: It has been a great pleasure to work alongside the management and board of Mintra, as they led the company and grew it to the leading international platform it is today. Karsten Langer, Managing Partner of Riverside Europe added: We thank the Mintra team for excellent collaboration and wish them continued success going forward.

Commenting on the acquisition, Tjaldur's Executive Chairman Rúni M. Hansen said:
We have followed Mintra over a long period, and the company has a strong position in a growing market segment. We look forward to working with management, Ferd and other investors to further develop Mintra.

Pareto Securities AS has acted as financial adviser and Advokatfirmaet BAHR AS has acted as legal adviser to The Riverside Company in connection with the transaction. Wikborg Rein Advokatfirma AS has acted as legal advisor to Tjaldur and Ferd in connection with the transaction.

This information is subject to duty of disclosure pursuant to the Market Abuse Regulation Article 19 and Section 5-12 of the Norwegian Securities Trading Act.

For enquiries, please contact:

- The Riverside Company, Holly Mueller, communication consultant, +1 330 546 6787,
- Rúni M.Hansen, Executive Chairman, +298 214 253,
- Kristian Eikre, Co-Head Ferd Capital, +47 9772 4067,

About The Riverside Company 

The Riverside Company is a global alternative asset firm focused on investing in growing businesses valued at up to US$400 million. Since its founding in 1988, Riverside has made more than 800 investments. The firm's international private equity and structured capital portfolios include more than 140 companies.

About Tjaldur 

Tjaldur is an industrial holding company registered in the Faroe Islands and focuses its investments in companies in the North Atlantic. Tjaldur has comprehensive operating experience and industrial insight doing business in the Energy and Marine industry and invests in companies with improvement potential and the possibility for international growth. Tjaldur is an active owner and focuses on long term sustainable growth.

About Ferd 

Ferd is a family-owned Norwegian investment company committed to value-creating ownership of businesses and investments in financial assets. For Ferd, value creation is about generating more than just a financial return. It is also about making a positive contribution to the growth and development of society and our environment, in a way that supports the sustainability goals. Our wide-ranging activities encompass active ownership and corporate development at private and listed companies, investment in financial assets, real estate development, investment via external managers, impact investing and social entrepreneurship.