Norwegian Block Exchange AS: Final results of the Rights Issue – Fully Subscribed

10 Dec 2024 16:45 CET

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES, CANADA, AUSTRALIA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE
PEOPLE'S REPUBLIC OF CHINA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE
DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE.
PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

Oslo, Norway, 10 December 2024: Reference is made to the stock exchange
announcement published by Norwegian Block Exchange AS (the "Company") earlier
today, 10 December 2024, regarding the preliminary results in the partially
underwritten rights issue of between 37,037,037 and 68,518,518 new shares in the
Company (the "Offer Shares") at a subscription price of NOK 0.27 per Offer Share
(the "Subscription Price"), raising gross proceeds of up to NOK 17 million (the
"Rights Issue").

The subscription period for the Rights Issue expired yesterday, 9 December 2024
at 16:30 hours (CET). At the expiry of the subscription period in the Rights
Issue, the Company had received valid subscriptions for a total of 67,819,149
Offer Shares. Adjusted for invalid subscriptions, the issue was fully
subscribed.

Allocation of the Offer Shares in the Rights Issue has been completed based on
the allocation criteria set out in the Company's prospectus dated 22 November
2024 (the "Prospectus"). The board of directors of the Company has allocated a
total of 62,962,968 Offer Shares. All valid subscriptions from investors with
subscription rights have been allocated their full subscription including
oversubscription.

As the Rights Issue attracted subscriptions above the underwritten amounts, no
allocations have been made based on the underwriting commitments for the Rights
Issue.

The subscriptions received will, subject to payment, provide the Company with
approx. NOK 17 million in gross proceeds, of which approx. NOK 330,287.49 will
be settled by conversion of existing convertible loans. Following receipt of the
net proceeds, the Company will repay convertible loans in a total amount of NOK
1,863,780.

Notifications of allocated Offer Shares and the corresponding subscription
amount to be paid by each subscriber are expected to be distributed on 11
December 2024. Payment for the allocated Offer Shares falls due on 13 December
2024 in accordance with the payment procedures described in the Prospectus. The
Offer Shares are expected to be tradable on Euronext Growth Oslo on or about 17
January 2025.

Pursuant to the underwriting agreements for the Rights Issue dated 18 November
2024, the underwriters in the Bottom Guarantee, having underwritten in aggregate
a total of NOK 10 million of the Rights Issue, will be compensated with 15% of
their respective underwritten amount payable in shares in the Company at the
Subscription Price. The Board of Directors will resolve to issue a total of
5,555,550 new shares to the underwriters (the "Fee Shares") at the subscription
price of NOK 0.27, each with a nominal value of NOK 0.20. The share capital
increase will be resolved pursuant to the Board authorization to increase the
share capital that was granted at the Company's extraordinary general meeting
held on 13 June 2024.

Neither the Offer Shares nor the Fee Shares may be transferred or traded before
they have been fully paid and the share capital increases pertaining to the
Offer Shares and the Fee Shares, respectively, have been registered with the
Norwegian Register of Business Enterprises (Nw. Foretaksregisteret).

Subject to timely payment of the subscription amount in the Rights Issue and
approval by the Norwegian Financial Supervisory Authority of i) the share
capital increase with contribution in kind by the Norwegian Financial
Supervisory Authority, as described in section 6.19 of the Prospectus, and ii)
the share capital decrease from NOK 0.6 to 0.2 as resolved by the extraordinary
general meeting of the Company on 6 December 2024, the Company expects that the
share capital increase pertaining to the Fee Shares and the Offer Shares will be
registered with the Norwegian Register of Business Enterprises on or about 17
January 2025 and that the Offer Shares will be delivered to the VPS accounts of
the subscribers to whom they are allocated on or about 17 January 2025. The
Offer Shares are expected to be tradable on Euronext Growth Oslo from and
including 17 January 2025.

For more information, please contact:

Stig Kjos-Mathisen, CEO Norwegian Block Exchange AS
Email: stig.aleksander.kjos-mathisen@nbx.com
Tel: +47 93 28 75 72

This information is published in accordance with the requirements of the
Continuing Obligations for companies listed on Euronext Growth Oslo and section
5-12 of the Norwegian Securities Trading Act.

– IMPORTANT NFORMATION –
Any offering of the securities referred to in this announcement will be made by
means of the Prospectus that has been prepared and approved by the Norwegian
Financial Supervisory Authority. This announcement is an advertisement and is
not a prospectus for the purposes of Regulation (EU) 2017/1129 of the European
Parliament and of the Council of 14 June 2017 on prospectuses to be published
when securities are offered to the public or admitted to trading on a regulated
market, and repealing Directive 2003/71/EC (as amended) as implemented in any
EEA Member State (the "Prospectus Regulation"). Investors should not subscribe
for any securities referred to in this announcement except on the basis of
information contained in the Prospectus. Copies of the Prospectus will,
following publication, be available from the Company's registered office and,
subject to certain exceptions, on the website of the Manager.
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
Prospectus Regulation, i.e., only to investors who can receive the offer without
an approved prospectus in such EEA Member State.

In the United Kingdom, this communication is only addressed to and is only
directed at Qualified Investors who (i) are 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) are 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 announcement 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 document is not for publication or distribution in, directly or indirectly,
Australia, Canada, Japan, the United States or any other jurisdiction in which
such release, publication or distribution would be unlawful, and it does not
constitute an offer or invitation to subscribe for or purchase any securities in
such countries or in any other jurisdiction. In particular, the document and the
information contained herein should not be distributed or otherwise transmitted
into the United States or to publications with a general circulation in the
United States of America.

The Manager is acting for the Company in connection with the Rights Issue and no
one else and will not be responsible to anyone other than the Company for
providing the protections afforded to its clients or for providing advice in
relation to the Rights Issue or any transaction or arrangement referred to in
this announcement.

Matters discussed in this announcement may constitute forward-looking
statements. Forward-looking statements are statements that are not historical
facts and may be identified by words such as "anticipate", "believe",
"continue", "estimate", "expect", "intends", "may", "should", "will" and similar
expressions. The forward-looking statements in this release are based upon
various assumptions, many of which are based, in turn, upon further assumptions.
Although the Company believes that these assumptions were reasonable when made,
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. 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 information, opinions and forward-looking
statements contained in this announcement speak only as at its date and are
subject to change without notice, and each of the Company, the Manager and its
affiliates expressly disclaims any obligation or undertaking to update, review
or revise any statement contained in this announcement whether as a result of
new information, future developments or otherwise. This announcement is made by
and is the responsibility of, the Company. Neither the Manager nor any of its
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. No reliance may be
placed for any purpose on the information contained in this announcement or its
accuracy, fairness or completeness. Neither the Manager nor any of its
affiliates accepts any liability arising from the use of this announcement.

More information:
Access the news on Oslo Bors NewsWeb site

634285_20241210 NBX - allokering.pdf