Fjord Defence Group ASA – Extraordinary general meeting held

18 Dec 2025 11:40 CET

Oslo, 18 December 2025

Reference is made to the stock exchange announcement made by Fjord Defence Group
ASA (the "Company") on 27 November 2025 regarding the notice of an extraordinary
general meeting in the Company in connection with the contemplated acquisition
of 100% of the shares in Scanfiber Composites A/S (the "Acquisition"), the
successful placement and conditional allocation of 13,333,333 new shares (the
"Offer Shares") raising gross proceeds to the Company of approx. NOK 160 million
(the "Private Placement"), and a potential subsequent repair offering of up to
2,083,333 new shares in the Company (the "Subsequent Offering").

The extraordinary general meeting was held today, 18 December 2025. As follows
from the attached minutes, all matters were resolved as proposed by the board of
directors, including (i) the share capital increase pertaining to the issuance
of the Offer Shares in connection with the Private Placement (ii) the board
authorisation to increase the share capital by issuance of consideration shares
in the Acquisition and in potential future acquisitions, (iii) the board
authorisation to increase the Company's share capital in the potential
Subsequent Offering, and (iv) the approval of revised guidelines for
determination of salaries and other remuneration to executive personnel.

The Offer Share are tradeable on Euronext Oslo Børs as of today, 18 December
2025. Settlement of the Offer Shares allocated to investors in the Private
Placement is expected to take place on or about 22 December 2025 on a
delivery-versus-payment (DVP) basis, facilitated by a share lending agreement
between the Company, the managers in the Private Placement and certain large
existing shareholders in the Company (the "Share Lending Agreement"), by
delivery of already existing shares in the Company admitted to trading on
Euronext Oslo Børs. The share lenders will receive the 13,333,333 new shares to
be issued in accordance with the resolution by the extraordinary general meeting
as settlement pursuant to the Share Lending Agreement, of which 8,289,648 shares
are expected to be admitted to trading on Euronext Oslo Børs on or about 22
December 2025. The remaining 5,043,685 shares will be issued on a separate
temporary ISIN, and will be admitted to trading on Euronext Oslo Børs following
the approval by the Financial Supervisory Authority of Norway and publication of
a prospectus, expected in January 2026. The same applies to the consideration
shares in the Acquisition, if issued prior to the approval of such prospectus.

For more information about the Acquisition and the Private Placement, please
refer to the Company's stock exchange announcements of 26 and 27 November 2025.

Following registration of the share capital increase pertaining to the Private
Placement (but prior to the issuance of any consideration shares), the Company
will have a share capital of NOK 460,165,255.20, divided into 54,781,578 Shares,
each with a par value of NOK 8.40.

For further information, please contact:
Jon Asbjørn Bø, CEO
jab@fjorddefence.com
+47 930 86 932

About Fjord Defence Group ASA

Fjord Defence Group ASA ("DFENS") is a Norwegian "compounder" listed on Euronext
Oslo Børs seeking to acquire and develop fast-growing, profitable, and well-run
companies in the defence industry. The company has a buy & build strategy, with
focus on acquiring established, profitable businesses within the defence,
security and related segments. More information on www.fjorddefencegroup.com.


* * *

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

More information:
Access the news on Oslo Bors NewsWeb site

662363_Fjord Defence Group ASA - Minutes of EGM 18 Dec 2025(23982423.1).pdf