Norse Atlantic ASA completes private placement of 55,690,500 new shares

Saturday, November 4, 2023

Reference is made to the stock exchange announcement by Norse Atlantic ASA (the “Company”) today regarding the successful completion of a private placement of 55,690,500 new shares in the Company at a subscription price per new share of NOK 11.00 (the “Offer Price”), raising gross proceeds of the NOK equivalent of USD 55 million (equal to approx. NOK 613 million) (the “Private Placement”), and a potential subsequent share offering of new shares at the Offer Price (the “Subsequent Offering”).

Subject to completion of the Private Placement and certain other conditions (as described below), the Board has resolved to carry out a subsequent offering of up to 9,100,000 new shares at the Offer Price (the “Subsequent Offering”), which, if applicable and subject to applicable securities law, will be directed towards existing eligible shareholders in the Company as of 3 November 2023 (as registered with the VPS two trading days thereafter, the “Record Date”) who (i) were not included in the wall-crossing phase of the Private Placement, (ii) were not allocated Offer Shares in the Private Placement, and (iii) are not resident in a jurisdiction where such offering would be unlawful, or would (in jurisdictions other than Norway) require any prospectus, filing, registration or similar action.

Completion of the Subsequent Offering will be subject to (i) completion of the Private Placement, (ii) relevant corporate resolutions, including a resolution by the EGM to authorise the Board to issue the new shares in the Subsequent Offering, (iii) prevailing market price of the Company’s shares, including the trading price of the Company’s shares exceeding the Offer Price and (iv) the approval and publication of a prospectus, which will be issued as soon as practical following completion of the Private Placement. The subscription period for the Subsequent Offering (if applicable) will commence as soon as possible following the publication of a prospectus. The Company reserves the right, in its sole discretion, to cancel the Subsequent Offering.

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