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Offering Circular .Pdf OFFERING CIRCULAR STATKRAFT AS (a limited company registered under number 987 059 699 with the Norwegian Register of Business Enterprises) €6,000,000,000 EURO MEDIUM TERM NOTE PROGRAMME ______________________________________________________________ Under this €6,000,000,000 Euro Medium Term Note Programme (the Programme), Statkraft AS (the Issuer) may from time to time issue notes (the Notes) denominated in any currency agreed between the Issuer and the relevant Dealer (as defined below). The maximum aggregate nominal amount of all Notes from time to time outstanding will not exceed €6,000,000,000 (or its equivalent in other currencies calculated as described in the Programme Agreement described herein), subject to increase as described herein. The Notes may be issued on a continuing basis to one or more of the Dealers specified on page 8 and any additional Dealer appointed under the Programme from time to time (each a Dealer and together the Dealers), which appointment may be for a specific issue or on an on-going basis. References in this Offering Circular to the relevant Dealer shall, in the case of an issue of Notes being (or intended to be) subscribed by more than one Dealer, be to all Dealers agreeing to purchase such Notes. Notes may be issued in bearer form (Bearer Notes), registered form (Registered Notes) or uncertificated book entry form cleared through the Norwegian Central Securities Depositary, the Verdipapirsentralen (VPS Notes and the VPS, respectively). An investment in Notes issued under the Programme involves certain risks. For a discussion of these risks see “Risk Factors”. Application has been made to the Irish Stock Exchange plc trading as Euronext Dublin (Euronext Dublin) for Notes issued under the Programme during the period of 12 months from the date of this Offering Circular to be admitted to its official list (the Euronext Dublin Official List) and to trading on its regulated market. This Offering Circular has been approved as a base prospectus by the Central Bank of Ireland as competent authority under Regulation (EU) 2017/1129 (the Prospectus Regulation). The Central Bank of Ireland only approves this Offering Circular as meeting the standards of completeness, comprehensibility and consistency imposed by the Prospectus Regulation. Approval by the Central Bank of Ireland should not be considered as an endorsement of the Issuer or of the quality of the Notes. Investors should make their own assessment as to the suitability of investing in the Notes. Such approval relates only to Notes that are to be admitted to trading on Euronext Dublin’s regulated market or on another regulated market for the purposes of Directive 2014/65/EU, as amended and/or that are to be offered to the public in any member state of the European Economic Area (the EEA) in circumstances that require the publication of a prospectus. This Offering Circular (as supplemented as at the relevant time, if applicable) is valid for 12 months from its date in relation to Notes which are to be admitted to trading on a regulated market in the EEA. The obligation to supplement this Offering Circular in the event of a significant new factor, material mistake or material inaccuracy does not apply when this Offering Circular is no longer valid. References in this Offering Circular to Notes being listed (and all related references) shall mean that such Notes have been admitted to trading on Euronext Dublin’s regulated market and have been admitted to the Euronext Dublin Official List. VPS Notes may be listed on the Oslo Stock Exchange’s regulated market and, in this case, listed (and all related references) shall be construed accordingly. Each of Euronext Dublin’s regulated market and the Oslo Stock Exchange’s regulated market are regulated markets for the purposes of the Markets in Financial Instruments Directive (Directive 2014/65/EU, as amended). Notice of the aggregate nominal amount of Notes, interest (if any) payable in respect of Notes, the issue price of Notes and certain other information which is applicable to each Tranche (as defined under “Terms and Conditions of the Notes”) of Notes will be set out in a final terms document (the Final Terms) which will be delivered to the Central Bank of Ireland and Euronext Dublin. Copies of Final Terms will be published on the website of Euronext Dublin. The Issuer may also issue unlisted Notes and/or Notes not admitted to trading on any market. The Notes of each Tranche will initially be represented by either a Temporary Global Note, a Permanent Global Note, a Regulation S Global Note, a Restricted Global Note and/or Definitive Registered Notes (each as defined below) as indicated in the applicable Final Terms. See “Form of the Notes” below. As at the date of this Offering Circular, the Issuer has been rated A- (stable outlook) by S&P Global Ratings Europe Limited (S&P) and BBB+ by Fitch Ratings Limited (Fitch). As of the date of this Offering Circular, the Programme has been rated A- (stable outlook) by S&P and BBB+ (stable outlook) by Fitch. S&P is established in the EEA and is registered under Regulation (EC) No. 1060/2009 (as amended) (the CRA Regulation). S&P is not established in the United Kingdom but it is part of a group in respect of which one of its undertakings is (i) established in the United Kingdom, and (ii) registered in accordance with Regulation (EC) No. 1060/2009 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (the UK CRA Regulation). Accordingly the Issuer and the Programme ratings issued by S&P have been endorsed by S&P Global Ratings UK Limited in accordance with the UK CRA Regulation and have not been withdrawn. As such, the ratings issued by S&P may be used for regulatory purposes in the United Kingdom in accordance with the UK CRA Regulation. Fitch is established in the United Kingdom (the UK) and is registered in accordance with the UK CRA Regulation. Fitch is not established in the EEA and has not applied for registration under the CRA Regulation. The ratings issued by Fitch have been endorsed by Fitch Ratings Ireland Limited in accordance with the CRA Regulation. Fitch Ratings Ireland Limited is established in the EEA and registered under the CRA Regulation. Notes issued under the Programme may be rated or unrated by either of the rating agencies referred to above. Where a Tranche of Notes is rated, such rating will be disclosed in the Final Terms and will not necessarily be the same as the rating assigned to the Programme by the relevant rating agency. A security rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal at any time by the assigning rating agency. Please also refer to “Credit ratings may not reflect all risks” in the “Risk Factors” section of this Offering Circular. ____________________________________________________ Arranger BNP PARIBAS Dealers Barclays BNP PARIBAS Danske Bank DNB Bank Handelsbanken Capital Markets Nordea Santander Corporate & Investment Banking SEB Société Générale Corporate & Investment Banking UniCredit Bank The date of this Offering Circular is 29 March 2021 IMPORTANT INFORMATION This Offering Circular comprises a base prospectus for the purposes of Article 8 of the Prospectus Regulation. When used in this Offering Circular, Prospectus Regulation means Regulation (EU) 2017/1129. The Issuer accepts responsibility for the information contained in this Offering Circular and the Final Terms for each Tranche of Notes issued under the Programme. To the best of the knowledge of the Issuer (having taken all reasonable care to ensure that such is the case) the information contained in this Offering Circular is in accordance with the facts as at the date of this Offering Circular and does not omit anything likely to affect the import of such information. This Offering Circular is to be read in conjunction with all documents which are incorporated herein by reference (see “Documents Incorporated by Reference” below). This Offering Circular shall be read and construed on the basis that such documents are incorporated into and form part of this Offering Circular. Other than in relation to the documents which are deemed to be incorporated by reference (see “Documents Incorporated by Reference”), the information on the websites to which this Offering Circular refers does not form part of this Offering Circular and has not been scrutinised or approved by the Central Bank of Ireland. Neither the Dealers nor the Trustee (as defined below) have separately verified the information contained herein. Accordingly, no representation, warranty or undertaking, express or implied, is made and no responsibility or liability is accepted by the Dealers or the Trustee as to the accuracy or completeness of the information contained or incorporated in this Offering Circular or any other information provided by the Issuer in connection with the Programme or the Notes or their distribution. No Dealer or the Trustee accepts any liability in relation to the information contained or incorporated by reference in this Offering Circular or any other information provided by the Issuer in connection with the Programme. The statements made in this paragraph are made without prejudice to the responsibility of the Issuer under the Programme. Subject as provided in the applicable Final Terms, the only persons authorised to use this Offering Circular in connection with an offer of Notes are the persons named in the applicable Final Terms as the relevant Dealer or the Managers, as the case may be. No person is or has been authorised by the Issuer or the Trustee to give any information or to make any representation not contained in or not consistent with this Offering Circular or any other information supplied in connection with the Programme or the Notes and, if given or made, such information or representation must not be relied upon as having been authorised by the Issuer, any of the Dealers or the Trustee.
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