Mandatory notifications of trade and disclosure of shareholdings

Oslo, 10 November 2015

Reference is made to announcements from NRC Group ASA 
(the "Company") on 9 and 10 November 2015 regarding a 
private placement of a total of 4,375,000 new shares 
and 250,000 existing shares in the Company 
(the "Private Placement").

The following primary insiders of the Company (or 
related parties of such) have subscribed for and been 
allocated shares in the Private Placement:

-	Datum AS, a company represented on the board 
of directors of the Company through board member 
Harald Arnet, has subscribed for and been allocated 
1,000,000 shares in the Private Placement. Together 
with existing holdings, Datum AS will hold 5,100,000 
shares in the Company, which will be equal to an 
aggregate shareholding of approximately 15.89% of the 
shares and votes in the Company. 
-	Charlotte Holding AS, a company controlled by 
Head of NRC Rail Division Øivind Horpestad, has 
subscribed for and been allocated 25,000 shares in the 
Private Placement. Together with existing holdings, 
Charlotte Holding AS will hold 1,928,008 shares in the 
Company, which will be equal to an aggregate 
shareholding of approximately 6.01% of the shares and 
votes in the Company. In addition, Charlotte Holding 
AS has previously entered into a forward contract for 
the purchase of an additional 500,000 shares in the 
Company, which upon delivery will increase the 
ownership to approximately 7.57%.
-	Sora AS, a company controlled by Managing 
Director Rail Alfred Beck, has subscribed for and been 
allocated 25,000 shares in the Private Placement. 
Together with existing holdings, Sora AS will hold 
385,000 shares in the Company, which will be equal to 
an aggregate shareholding of approximately 1.20% of 
the shares and votes in the Company. In addition, Sora 
AS has previously entered into a forward contract for 
the purchase of an additional 40,000 shares in the 
Company, which upon delivery will increase the 
ownership to approximately 1.32%.
-	Cipriano AS, a company controlled by observer 
to the board, Einar Greve, has subscribed for and been 
allocated 125,000 shares in the Private Placement. 
Together with existing holdings, Cipriano AS will hold 
225,000 shares in the Company, which will be equal to 
an aggregate shareholding of approximately 0.70% of 
the shares and votes in the Company. 

All subscriptions in the Private Placement are done at 
a price of NOK 40 per share.

The issuance of new shares in the Private Placement 
will result in the number of issued shares in the 
Company increasing to 32,089,233. This will result in 
the following thresholds for disclosure of 
shareholdings being crossed:

-	Urbex Invest AS holds 5,571,828 shares in the 
Company, which will be equal to an aggregate 
shareholding of approximately 17.36% of the shares and 
votes in the Company, i.e. less than the 20% 
threshold. In addition, Urbex Invest AS has previously 
entered into a forward contract for the purchase of an 
additional 850,000 shares in the Company, which upon 
delivery will increase the ownership to approximately 
20.01%.
-	Sogn Invest AS will after delivery of shares 
in the Private Placement hold 1,346,046 shares in the 
Company, which will be equal to an aggregate 
shareholding of approximately 4.19% of the shares and 
votes in the Company, i.e. less than the 5% threshold. 
In addition, Sogn Invest AS has previously entered 
into a forward contract for the purchase of an 
additional 300,000 shares in the Company, which upon 
delivery will increase the ownership to approximately 
5.13%.
-	Joel Skönvall Invest AB will after delivery of 
shares in the Private Placement hold 1,468,782 shares 
in the Company, which will be equal to an aggregate 
shareholding of approximately 4.58% of the shares and 
votes in the Company, i.e. less than the 5% threshold.
-	Daniel Nilsson and JSDN Holding AB (related 
parties) will after delivery of shares in the Private 
Placement hold an aggregate of 1,459,234 shares in the 
company, which will be equal to an aggregate 
shareholding of approximately 4.55% of the shares and 
votes in the Company, i.e. less than the 5% threshold.
-	Progema AB holds 1,434,234 shares in the 
Company, which will be equal to an aggregate 
shareholding of approximately 4.47% of the shares and 
votes in the Company, i.e. less than the 5% threshold.

This notification is made with reference to Sections 
4-2 and 4-4 of the Norwegian Securities Trading Act.