Nordic Halibut AS – Final results in the subsequent offering and resolution on share capital increase

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, JAPAN, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA OR THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.

Averøy, 28 March 2025

Reference is made to the stock exchange announcement published by Nordic Halibut AS ("Nordic Halibut" or the "Company") earlier today, 28 March 2025, regarding the last day of the subscription period in the subsequent offering of up to 1,150,000 new shares in the Company (the "Offer Shares") at a subscription price of NOK 20 per share (the "Subsequent Offering").

The subscription period for the Subsequent Offering expired today, 28 March 2025, at 16:30 CET. By the end of the subscription period, the Company had received valid subscriptions for 83,487 Offer Shares in the Subsequent Offering.

The board of directors of the Company has today, on 28 March 2025, resolved to allocate and issue a total of 83,487 Offer Shares in accordance with the allocation principles set out in the national prospectus dated 13 March 2025 (the "Prospectus") pursuant to the authorisation granted by the Company's annual general meeting held on 30 May 2024.

The Company will consequently raise NOK 1,669,740 in gross proceeds through the Subsequent Offering.

Notifications of allocation of Offer Shares and the corresponding subscription amount to be paid by each subscriber are expected to be distributed and made available on or about 31 March 2025.

The subscription amount for payment by the subscribers for allocated Offer Shares falls due on 2 April 2025, in accordance with the payment procedures set out in the Prospectus.

Subject to due payment of the Offer Shares by the subscribers, the share capital increase pertaining to the Subsequent Offering is expected to be registered with the Norwegian Register of Business Enterprises ("NRBE") on or about 8 April 2025. The Offer Shares will be registered in the Norwegian central securities depository, Euronext Securities Oslo ("VPS") in book-entry form and are expected to be delivered to the subscribers' VPS account on or about 9 April 2025 (subject to timely registration of the share capital increase pertaining to the Subsequent Offering with the NRBE). The Offer Shares are expected to commence trading on Euronext Growth Oslo on or about 9 April 2025.

The share capital increase pertaining to the Subsequent Offering is in the amount of NOK 417,435. Following the registration of the share capital increase with the NRBE, expected on or about 8 April 2025, the Company's share capital will be NOK 267,199,425, divided into 53,439,885 shares, each with a nominal value of NOK 5.00. The Company will publish a separate stock exchange announcement once the share capital increase has been registered.

Advisors

Pareto Securities AS and SpareBank 1 Markets AS act as managers in the Subsequent Offering (the "Managers").

Legal advisor

Wikborg Rein Advokatfirma AS is acting as legal counsel to the Company.

For further information, please contact:

CEO Edvard Henden

edvard@nordichalibut.no

+47 911 41 165

or

CFO Are Strand

are.strand@nordichalibut.no

+47 915 39 232

This information is subject to the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act and the Euronext Growth Oslo Rule Book part II.

About Nordic Halibut AS:

Nordic Halibut is a leading farmer of Atlantic halibut located in Western Norway and with headquarters in Averøy, Nordmøre. The Company has a fully integrated and well-developed value chain from genetics to sales and has had a significant breakthrough in early phase production. A growth plan to expand production volumes is implemented with production target of 4,500 tonnes HOG within 2027 and 10,350 tonnes HOG within 2031. Nordic Halibut will create shareholder value by pursuing value accretive organic growth through increased production.

IMPORTANT NOTICE:

These materials are not and do not form a part of any offer of securities to sell, or a solicitation of an offer to purchase, any securities of the Company. Copies of these materials are not being made and may not be distributed or sent into any jurisdiction in which such distribution would be unlawful or would require registration or other measures.

The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and accordingly may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and in accordance with applicable U.S. state securities laws. The Company does not intend to register any part of the offering in the United States or to conduct a public offering of securities in the United States. Any sale in the United States of the securities mentioned in herein will be made solely to "qualified institutional buyers" ("QIBs") as defined in Rule 144A under the Securities Act, pursuant to an exemption from the registration requirements under the Securities Act, as well as to major U.S. institutional investors under SEC Rule 15a-6 to the United States Exchange Act of 1934, as amended.

In any EEA member state, this communication is only addressed to and is only directed at qualified investors in that member state within the meaning of the EU Prospectus Regulation, i.e., only to investors who can receive any offering of securities referred to in this announcement without an approved prospectus in such EEA member state. "Prospectus Regulation" means Regulation (EU) 2017/1129 as amended (together with any applicable implementing measures in any EEA member state).

In the United Kingdom, this communication is only addressed to and is only directed at Qualified Investors that are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") or (ii) persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as "Relevant Persons"). These materials are directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this communication relates is available only to Relevant Persons and will be engaged in only with relevant persons. Persons distributing this communication must satisfy themselves that it is lawful to do so.

This communication contains certain forward-looking statements concerning future events, including possible issuance of equity securities of the Company. Forward-looking statements are statements that are not historical facts and may be identified by words such as "believe", "expect", "anticipate", "strategy", "intends", "estimate", "will", "may", "continue", "should" and similar expressions. The forward-looking statements in this communication are based upon various assumptions, many of which are based, in turn, upon further assumptions. The Company believes that these assumptions were reasonable when made. However, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict, and are beyond its control. Actual events may differ significantly from any anticipated development due to a number of factors, including without limitation, changes in public sector investment levels, changes in the general economic, political and market conditions in the markets in which the Company operates, the Company's ability to attract, retain and motivate qualified personnel, changes in the Company's ability to engage in commercially acceptable acquisitions and strategic investments, and changes in laws and regulation and the potential impact of legal proceedings and actions. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The Company does not make any guarantee that the assumptions underlying the forward-looking statements in this announcement are free from errors nor does it accept any responsibility for the future accuracy of the opinions expressed in this announcement or any obligation to update or revise the statements in this announcement to reflect subsequent events. You should not place undue reliance on the forward-looking statements in this announcement.

The information, opinions and forward-looking statements contained in this communication speak only as at its date, and are subject to change without notice. Each of the Company, the Managers and their respective affiliates expressly disclaims any obligation or undertaking to update review or revise any statement contained in this communication whether as a result of new information, future developments or otherwise.

The Managers are acting exclusively for the Company and no one else in connection with the Subsequent Offering and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, or for advice in relation to the contents of this announcement or any of the matters referred to herein. Neither the Managers nor any of their respective affiliates makes any representation as to the accuracy or completeness of this announcement and none of them accepts any responsibility for the contents of this announcement or any matters referred to herein.

This announcement is for information purposes only and is not to be relied upon in substitution for the exercise of independent judgment. It is not intended as investment advice and under no circumstances is it to be used or considered as an offer to sell, or a solicitation of an offer to buy any securities or a recommendation to buy or sell any securities of the Company. Neither the Managers nor any of their respective affiliates accepts any liability arising from the use of this announcement.

In connection with the Subsequent Offering, the Managers and any of their affiliates, acting as investors for their own accounts, may subscribe for or purchase shares and in that capacity may retain, purchase, sell, offer to sell or otherwise deal for their own accounts in such shares and other securities of the Company or related investments in connection with the Subsequent Offering or otherwise. Accordingly, references in any subscription materials to the shares being issued, offered, subscribed, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or subscription, acquisition, placing or dealing by, such Manager and any of their affiliates acting as investors for their own accounts. The Managers do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so.

The Subsequent Offering may be influenced by a range of circumstances, such as market conditions, and there is no guarantee that the Subsequent Offering will proceed.

Certain figures contained in this announcement, including financial information, have been subject to rounding adjustments. Accordingly, in certain instances, the sum or percentage change of the numbers contained in this announcement may not conform exactly with the total figure given.

The distribution of this announcement and other information may be restricted by law in certain jurisdictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. Specifically, neither this announcement nor the information contained herein is for publication, distribution or release, in whole or in part, directly or indirectly, in or into or from the United States (including its territories and possessions, any state of the United States and the District of Columbia), Australia, Canada, Hong Kong, Japan or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction.