NOFIN – Shareholding disclosure and conversion of convertible loan

14 Apr 2025 07:30 CEST

Oslo, Norway, 14 April 2025

CONVERSION

Reference is made to the stock exchange announcements published by Nordic
Financials ASA (the "Company") 2 December 2024 and 26 December 2024, regarding
the private placing of a convertible loan in the amount of NOK 2,000,000 (the
"Convertible Loan").

In accordance with the terms of the loan agreement, the Convertible Loan
including interest has been resolved converted into new shares in the Company.

The Company's share capital will accordingly be increase by NOK 2,360,000 by the
issuance of 236,000,000 new shares in the Company at a conversion price of NOK
0.01, upon completion of the conversion by registration of the share capital
increase in the Norwegian Register of Business Enterprises (the "NRBE").

Following the conversion, the Company's total share capital will be NOK
12,597,919.83 divided into 1,259,791,983 shares, each with a nominal value of
NOK 0.01.

SHAREHOLDING DISCLOSURE

SELACO AS, a company controlled by Svend Egil Larsen, will in connection with
the conversion of the Convertible Loan subscribe for 118,000,000 new shares in
the Company. Svend Egil Larsen's shareholding following the registration of the
share capital increase in NRBE, will constitute 18.9% of the shares in the
Company. Consequently, Svend Egil Larsen's shareholding in the Company has
exceeded the 15% threshold pursuant to Section 4-2 (1) of the Norwegian
Securities Trading Act.

MANDATORY NOTIFICATION OF TRADE

The following persons discharging managerial responsibilities ("Primary
Insiders") and close associates supported the financing and have converted their
respective portions in the Convertible Loan:

• Rybo Nor AS, a close associate to the chairman of the board, Halldor Christen
Tjoflaat, will receive 47,200,000 shares as a result of the conversion.
• Mamalao AS, a close associate to the chairman of the board, Halldor Christen
Tjoflaat, will receive 23,600,000 shares as a result of the conversion.
• Jan Petter Harto, board member, will receive 11,800,000 shares as a result of
the conversion Loan.

Primary insider notifications pursuant to the EU Market Abuse Regulation article
19 are attached.

This information is subject to the disclosure requirements pursuant to the EU
Market Abuse Regulation Article 19 and section 5-12 of the Norwegian Securities
Trading Act.


For further information please contact:

Nils Petter Skaset
CEO of Nordic Financials ASA
Tel: +47 951 88 154
e-mail: nps@nofin.no

More information:
Access the news on Oslo Bors NewsWeb site

643699_KRT1500 Mamalao AS 14 april 2025.pdf
643699_KRT1500 Rybo Nor AS 14 april 2025.pdf
643699_KRT 1500 Selaco AS 14 april 2025.pdf
643699_KRT1500 JPHarto 14 april 2025.pdf