SUPPLEMENTAL PROSPECTUS A Norwegian public limited company organised - PDF document

SUPPLEMENTAL PROSPECTUS A Norwegian public limited company organised under the laws of Norway WITH SUPPLEMENTAL INFORMATION TO THE PROSPECTUS DATED 24 OCTOBER 2014 CONCERNING THE RIGHTS ISSUE AND LISTING OF UP TO 28,000,000 OFFER SHARES AT A SUBSCRIPTION PRICE OF NOK 0.60 PER OFFER SHARE, WITH TRADABLE SUBSCRIPTION RIGHTS FOR EXISTING SHAREHOLDERS AS OF THE END OF 22 OCTOBER 2014 SUBSCRIPTION PERIOD: FROM AND INCLUDING 28 OCTOBER 2014 TO AND INCLUDING 14 NOVEMBER 2014 TRADING IN SUBSCRIPTION RIGHTS: FROM AND INCLUDING 28 OCTOBER 2014 TO AND INCLUDING 12 NOVEMBER 2014 SUBSCRIPTION RIGHTS THAT ARE NOT EXERCISED AND USED FOR SUBSCRIPTION OF OFFER SHARES PRIOR TO THE EXPIRY OF THE SUBSCRIPTION PERIOD WILL LAPSE WITHOUT COMPENSATION AND CONSEQUENTLY BE OF NO VALUE MANAGER : 5 NOVEMBER 2014

Important Notice This document (the "Supplemental Prospectus") is a supplement to the prospectus dated 24 October 2014 (the "Prospectus"), which has been prepared in order to provide information about Nordic Mining ASA (“Nordic Mining” or the “Company”) and its business in connection with the Rights Issue and Listing on Oslo Axess of up to 28,000,000 Offer Shares in Nordic Mining at a Subscription Price of NOK 0.60 per Offer Share with tradable Subscription Rights for shareholders of the Company who as of the end of 22 October 2014 , as registered in the Norwegian Central Securities Depository (the “VPS”) on 24 October 2014 (the “Record Date”), and who are not resident in a jurisdiction where such offering would be unlawful, or for other jurisdictions than Norway would requir e any filing, registration or similar action (the “Eligible Shareholders”), subject to applicable securities laws and the terms set out in the Prospectus. The information herein is to be considered as part of the Prospectus and as part of the basis for any decision to invest in the Offer Shares. This Supplemental Prospectus is to be read in connection with the Prospectus. Unless explicitly stated otherwise, capitalised terms used herein shall have the meaning ascribed to such term in the Prospectus, see Section 22 (Definitions & Glossary Terms) of the Prospectus. This Supplemental Prospectus has been prepared to comply with Section 7-15 of the Securities Trading Act, pursuant to which significant new factors, material mistakes or inaccuracies relating to the information included in a prospectus, occurring or being noticed between the time when a prospectus is approved and the date of admission to trading of securities, and which are capable of affecting the assessment of the securities, shall be included in a prospectus supplement. The Financial Supervisory Authority of Norway (the “N orwegian FSA”) has reviewed and approved this Supplemental Prospectus in accordance with Sections 7-7, 7-8 and 7-15 of the Securities Trading Act. The Norwegian FSA has not controlled or approved the accuracy or completeness of the information included in this Supplemental Prospectus. The Norwegian FSA has not made any form of control or approval relating to corporate matters described in or referred to in this Supplemental Prospectus. The supplemental information contained in this Prospectus Supplement is to be considered as an integral part of, and is to be read together with, the Prospectus. The supplemental information contained herein is current as of the date hereof and subject to change, completion and amendment without notice. Neither the publication nor distribution of this Supplemental Prospectus shall under any circumstances create any implication that there has been no change in the Group's affairs subsequent to the date of the Prospectus (other than in respect of supplemental information provided herein or in other supplements to the Prospectus), or, in respect of the supplemental information set forth herein, subsequent to the date hereof, or that the supplemental information set forth herein is correct as of any date subsequent to the date hereof. Investors who have applied for Offer Shares in the Rights Issue before the publication of this Supplemental Prospectus have the right to withdraw their application within two Norwegian business days after the publication of this Supplemental Prospectus, in accordance with Section 7-21 (2) of the Securities Trading Act (i.e. prior to 16:30 hours CET on 7 November 2014). See Section 5 "Right to withdraw subscriptions" below. The Company has furnished the information in this Supplemental Prospectus. The Company has engaged Swedbank as manager (the “Manager”) for the Listing and the Rights Issue. No person is authorised to give any information or to make any representation in connection with the Rights Issue other than as contained in the Prospectus and this Supplemental Prospectus. If any such information is given or made, it must not be relied upon as having been authorised by the Company or the Manager or by any of the affiliates, advisors or selling agents of any of the foregoing. As further set out in the Prospectus, the distribution of the Prospectus, this Supplemental Prospectus and the offering and sale of the Offer Shares in certain jurisdictions may be restricted by law. The Company and the Manager require persons in possession of the Prospectus and this Supplemental Prospectus, in possession of Subscription Rights or considering subscribing for Offer Shares to inform themselves about, and to observe, any such restrictions. The Prospectus and this Supplemental Prospectus do not constitute an offer of, or an invitation to purchase, any of the Offer Shares in any jurisdiction in which such offer or subscription or purchase would be unlawful. No one has taken any action that would permit a public offering of Subscription Rights or the Offer Shares to occur outside of Norway. Accordingly, neither the Prospectus and this Supplemental Prospectus nor any advertisement or any other offering material may be distributed or published in any jurisdiction except under circumstances that will result in compliance with any applicable laws and regulations. The Company and the Manager require persons in possession of the Prospectus and this Prospectus Supplement to inform themselves about and to observe any such restrictions. This Supplemental Prospectus is subject to Norwegian law. Any dispute arising in respect of or in connection with this Supplemental Prospectus, the Prospectus or the Rights Issue is subject to the exclusive jurisdiction of Norwegian courts with Oslo District Court as legal venue.

SUPPLEMENTAL PROSPECTUS – NORDIC MINING ASA 1. STATEMENT OF RESPONSIBILITY The members of the Board of Directors, who is responsible for this Supplemental Prospectus, confirm that, having taken all reasonable care to ensure that such is the case, the information contained in this Supplemental Prospectus is, to the best of their knowledge, in accordance with the facts and contains no omission likely to affect its import. Oslo, 5 November 2014 The Board of Directors of Nordic Mining ASA Tarmo Tuominen Kjell Roland Hilde Myrberg Chairman Deputy chairman Board member Mari Thjømøe Tore Viana-Rønningen Board member Board member 2. INFORMATION FROM THE MANAGER The Manager makes any representation or warranty, whether express or implied, as to the accuracy or completeness of the information in this Supplemental Prospectus, and nothing contained in this Supplemental Prospectus is, or shall be relied upon as, a promise or representation by any of the Manager. 3