Anora's disclosure policy

This amended Disclosure Policy was adopted on 25 August 2021 by the Board of Directors (the "Board") of Altia Plc (“Altia"), the recipient company in the statutory cross-border absorption merger of Arcus ASA into Altia (the “Merger”) forming the new combined company Anora Group Plc (“Anora”). This Disclosure Policy will enter into force on the date of the application for the listing of the Company’s shares on Oslo Børs.

Recital

The shares of Anora are listed on Nasdaq Helsinki Oy (”Nasdaq Helsinki”) and subject to a temporary secondary listing on Oslo Børs (“Oslo Børs”). In its communication and disclosure, Anora complies with EU and Finnish legislation, the rules and guidelines of Nasdaq Helsinki and applicable rules and guidelines of Oslo Børs, the regulations and guidelines of the European Securities Markets Authority (“ESMA”) and the Finnish Financial Supervisory Authority as well as the company’s internal policies and guidelines.

This Disclosure Policy describes the key principles that Anora, as a listed company, complies with in its investor communication and financial reporting and when communicating with its shareholders and other capital market parties, media and other stakeholders.

This Disclosure Policy has been adopted by the Board of Directors of Anora and it is updated if deemed necessary.

Key principles

Anora’s key principles of communication and disclosure are timeliness, consistency, impartiality, transparency and responsibility. The aim is to guarantee that all market parties have simultaneously and as soon as possible sufficient and correct information of the company, its operations, objectives, strategy and financial situation.

Financial reporting

The company reports its financial information and key figures on a group level and for the reportable business segments. Anora publishes regularly information on operating income, balance sheet and financial position, future outlook and other similar matters and their development primarily in its financial statements release, half-yearly report (H1) and interim reports (Q1 and Q3). In addition, Anora publishes an annual review, which includes the financial statements, Board of Directors’ report and auditor’s report and also Corporate Governance Statement. Anora publishes annually a separate Remuneration Report in accordance with the Finnish Companies Act based on the Remuneration Policy presented to the Annual General Meeting in accordance with the Finnish Companies Act.

When publishing annual and interim reports, Anora shall give prior notice to Oslo Børs if the reports are assumed to be particularly price-sensitive. In accordance with the recommendation of Oslo Børs, annual and interim reports are published outside the Oslo Børs opening hours.

Anora publishes the financial reports according to a previously announced schedule. The publishing dates for the next financial year are published prior to the start of each financial year and the financial calendar is also published in NewsPoint.

Future outlook

Anora publishes an assessment of the company’s future outlook and, if so decided by the Board of Directors, a possible earnings guidance in the financial statements release, Board of Directors’ report, half-yearly report and interim reports. Anora also publishes the Board of Directors’ report, half-yearly report and interim reports. Anora presents an assessment of the key factors and risks affecting the company’s future outlook in the financial statements release, half-yearly report and interim reports.

Profit warnings

Anora continuously monitors the Group’s financial result, position and future outlook. A profit warning is disclosed when the company reasonably expects that the future outlook has declined or improved compared to the previously released guidance and such deviation is likely to have a significant effect on the price of Anora’s financial instruments.

If Anora at any time during the opening hours of Oslo Børs, is to publicly disclose information on a take-over bid or a profit warning or other specific matters that must be assumed to have a significant effect on the share price, Anora shall contact Oslo Børs prior to making such public disclosure. This duty does not apply to general announcements of a price-sensitive nature, but only to announcements of a particularly price-sensitive character, where the effect on the share price must be assumed to be so considerable that a suspension of the share should be considered in the best interest of the investor market.

Releases published by Anora

Stock exchange releases

A stock exchange release is published to disclose information on facts, matters and circumstances that Anora believes are likely to have a significant effect on the price of Anora’s shares and other financial instruments. A stock exchange release is also used to publish regulated information that is required to be disclosed by means of a stock exchange release (such as manager’s transactions, notices to general meetings and resolutions of the same), even if such releases do not normally include price-sensitive information.

In general, the following events, if significant to Anora, are regarded by Anora as price-sensitive information:

• Changes in Anora’s financial result and position;

• Strategy and changes therein;

• Mergers, de-mergers and other transactions involving Anora as well as other contractual arrangements;

• Reorientation of Anora’s business operations;

• Restructuring schemes, profit improvement programs;

• Litigations and regulatory proceedings and decisions or judgements given therein; and

• Issues of shares or other financial instruments of Anora, public tender offers, share splits or other changes in the number shares.

Issuing a stock exchange release generally follows the review and determination of an obligation of disclosure. This review is conducted simultaneously with the process of assessing the prerequisites to delay disclosure, if relevant.

In addition to the aforesaid, matters to be disclosed as a stock exchange release are defined in the rules of Nasdaq Helsinki Oy and Oslo Børs. When evaluating the need to publish a stock exchange release attention is paid to whether similar matters have previously been disclosed as a stock exchange release or whether similar knowledge has previously had significant effect on the price of a financial instrument.

Information publicly disclosed as a result of admission to trading on Nasdaq Helsinki shall be submitted to Oslo Børs in writing for public disclosure in accordance with the rules relating to public disclosure of the Oslo Børs at the latest when notification is sent to Nasdaq Helsinki or the information is publicly disclosed by other means.

Press releases

In addition, the company publishes press releases on events related to the business of the company that do not meet the requirements set for a stock exchange release but are nonetheless regarded as being newsworthy or of general interest to media and the company’s stakeholders. Further, the company publishes press releases on regional news.

Anora publishes through press releases, amongst other things, invitations to publication of the results and capital market days.

Silent period

Anora applies a silent period of 30 days before the publication of financial statements, half-yearly reports and interim reports. During this time the representatives of the company do not meet with the capital market representatives or give interviews or comment on the financial standing of the group or the company’s or market’s future outlook. The dates of the publication of the results and silent periods are disclosed in the investor calendar on the company’s website.

If during a silent period an event requires immediate disclosure, Anora publishes the information without delay according to regulations regarding duty of disclosure and decides based on the case whether to give interviews, such communication will be limited to the relevant event only.

Releases specific to the Oslo Børs

Due to the secondary listing of Anora on the Oslo Børs, Anora applies certain guidelines specific to the rules of the exchange of the Oslo Børs. The guidelines are attached to this Disclosure Policy as Schedule 1.

Investor, analyst and media relations and spokespersons

Anora aims to actively meet with capital market and media representatives, and answer enquiries from investors, analysts and media without delay.

The company’s CEO and CFO comment on the financial situation and future outlook of the company. Members of the Executive Management Team and experts may give statements regarding their business areas in accordance with the given instructions.

The company’s CEO is responsible for investor relations. Anora’s investor relations function prepares and coordinates all events and presentations directed to shareholders, investors and analysts and is responsible for the preparation of financial reports and stock exchange releases. Investor relations function manages enquiries from shareholders, investors and analysts and comments on the operations and development of the company if needed.

Anora meets regularly with investors and analysts in roadshows, one-on-one meetings, capital market events and seminars. The CEO, CFO, Investor Relations Manager and Corporate Relations and Communications Manager participate primarily in the meetings. Also other representatives of Anora may participate in the investor meeting together with the aforementioned persons. All statements in the name of the company are given within the framework of previously published information and precisely according to them.

Corporate Relations and Communications manager is responsible for the group’s media relations and for the preparation of information to be published and for the adherence of coherent communications policy. Group communications unit coordinates, publishes and distributes press releases. Group communications unit and business areas coordinate and process all enquiries from the media, and give statements.

Crisis situations

Anora has a crisis communication instructions for the company’s management, employees and other stakeholders in case of a crisis.

The company’s CEO and/or communication manager is responsible for the management of crisis communication. Depending on the situation, communication can be centralised to a named person. The validity and quality of the information to be published, honesty and quickness are emphasised in crisis communication.

Rumours, market speculations and information leaks

As a general policy, Anora does not comment on possible market rumours, the actions of competitors or customers, the development or the share price or the forecasts of analysts unless it is necessary to correct materially incorrect information that is likely to have a significant effect on the price of the company's financial instruments.

In the event that a rumour concerns inside information the publication of which has been delayed and if the information is so precise that it cannot be guaranteed to remain confidential anymore, the company discloses the matter as a stock exchange release as soon as possible.

Information distribution channels and languages

The primary and the most important communication channel for up-to-date information for all stakeholders is Anora’s website (https://www.anora.com). Anora aims to provide on its website reliable and extensive information to enable investors to form an accurate understanding of the company. The company publishes also materials used in investor and analyst meetings on its website. Some of the material used in investor and analyst meetings may be available only in English.

Anora’s stock exchange releases are published through Nasdaq Helsinki and Oslo Børs, to key media and on the company’s website where they will be made available in connection with the publication or other disclosure. The press releases are published to key media and on the company’s website. The releases are archived for five years and financial and other reports under regular disclosure obligation for ten years.

Subscriptions for the Anora’s releases can be made on the company’s website.

Anora utilises social media in its communication and the company’s representation in social media is determined by internal social media guidelines. Social media is not the primary communication channel when publishing information that is under disclosure obligation.

Anora’s official reporting language is Finnish. The releases, which are published under the disclosure obligation are published in Finnish and in English and in other languages when needed.

Insider policy

Anora’s insider policy and insider administration is based on the Market Abuse Regulation and other related regulation, the regulations and guidelines of the Finnish Financial Supervisory Authority, the rules and guidelines for insiders of Nasdaq Helsinki and Oslo Børs. Further, insider policy, which concerns the use of insider information and principles related to the delay of disclosure and is adopted by the Board of Directors is applied in Anora.

Deviations

Within the framework of applicable laws and regulations, the company has the right to, in particular circumstances, for compelling reasons, deviate from this Disclosure Policy in which case the company’s CEO shall decide on the deviation.