Aquila Holdings – Extraordinary general meeting held

20 Jun 2025 11:06 CEST

Oslo, 20 June 2025

Reference is made to the stock exchange announcement made by Aquila Holdings ASA
(the "Company") on 30 May 2025 regarding the notice of an extraordinary general
meeting in connection with the Company's contemplated acquisition of between 90%
and 100% of the shares in Fjord Defence AS, with part consideration in new
shares in the Company (the "Acquisition"), the successful placement and
conditional allocation of 75 million new shares raising gross proceeds of NOK 60
million (the "Private Placement"), and a potential subsequent offering of up to
12.5 million new shares in the Company (the "Subsequent Offering").

The extraordinary general meeting was held today, 20 June 2025. As follows from
the attached minutes, all matters were resolved as proposed by the board,
including (i) the share capital decrease by reducing the par value of each share
from NOK 1.00 to NOK 0.70, (ii) the share capital increases pertaining to the
issuance of 75,000,000 new shares in the Private Placement and of 175,187,968
consideration shares in the Acquisition, (iii) the change in the Company's name
to "Fjord Defence Group ASA", and of the Company's objective as set out in its
articles of association, and (iv) the board authorisation to increase the
Company's share capital in the potential Subsequent Offering.

Settlement of the shares allocated to investors in the Private Placement is
expected to take place on 24 June 2025 on a delivery-versus-payment (DVP) basis
facilitated by a pre-funding agreement between the Company and SpareBank 1
Markets AS, acting as manager for the Private Placement. For settlement
purposes, the Private Placement is divided in two tranches, of which (i) Tranche
1 consists of 46,938,193 shares, and Tranche 2 consists of 28,061,807 shares.
The shares in Tranche 1 are expected to be tradeable on Euronext Expand on or
about 23 June 2025. The shares in Tranche 2 will, together with the
consideration shares in the Acquisition, be issued on a separate temporary ISIN
pending approval by the Financial Supervisory Authority of Norway and
publication of a prospectus. The shares in Tranche 2 will thus not be tradable
until the prospectus has been approved by the NFSA, expected by the end of Q3
2025.

For more information about the Acquisition and the Private Placement, please
refer to the Company's stock exchange announcement of 27 May 2025.

For further information, please contact:

Kristian Zahl, Interim CEO
kristian.zahl@aquilaholdings.no
+47 996 10 117

About Aquila Holdings

Aquila Holdings ASA ("AQUIL") is a Norwegian seismic multi-client and investment
company listed on Euronext Expand. Aquila Holdings specializes in 3D ocean
bottom node seismic multi-client data for near-field exploration. The company
holds two key seismic multi-client assets, one in Norway and one in Egypt.
Aquila Holdings also has an investment arm, with focus on investments in listed
companies as well as companies expected to be listed. More information on
www.aquilaholdings.no. Subject to completion of the acquisition of Fjord Defence
AS, the company will be repositioned as a compounder seeking to acquire and
develop fast-growing, profitable, and well-run companies in the defence industry
and change its name to “Fjord Defence Group ASA”. For more information, please
see the announcement of 27 May 2025.

* * *

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

More information:
Access the news on Oslo Bors NewsWeb site

649747_2025 06 20 Aquila Holdings ASA - Minutes of extraordinary general meeting held.pdf