Proximar Seafood financing plan - contemplated convertible bond and initiation of strategic review

10 Jul 2026 08:00 CEST

Bergen/Yokohama, 10 July 2026

Proximar Seafood (“Proximar” or the “Company”) contemplates a private placement
of a convertible bond with an initial tranche of minimum NOK 100 million. The
first tranche will comprise of at least NOK 75 million in new subscriptions and
NOK 25 million of rollover from the Company’s existing convertible bond. The net
proceeds will be used to fund working capital and operations and to strengthen
the Company’s liquidity buffer as it continues to build biomass and harvest
volumes. The convertible bond also supports extensions to the Company’s debt
maturity profile.

“We are pleased with the continued support from our banks and investors, which
secures our near-term liquidity and allows us to keep full attention on
operations. Our priority remains a stable supply of fish above 3 kilos, which
together with our attractive investment cost and operating cost advantages
leaves us well-positioned for strong margins. We are confident that our recent
positive operational development keeps us well on track to reach profitable
operations,” said CEO Joachim Nielsen.

- Key terms of the convertible bond –

• Minimum NOK 100 million
• Maturity July 2029
• Conversion price: NOK 0.60 per share. Non-convertible first 6 months
• Coupon: First year: 13% payment in kind (PIK). Thereafter: 15% PIK or 7% cash
p.a.
• Holders of the Company's existing convertible bond who subscribe in the new
issue may roll existing holdings into the new bond at a ratio of 1:2
• Existing investments rolled into new bond issue shall be non-convertible for
12 months, have a lock-up for 12 months and be callable at 130% for 12 months
• Existing convertible bond not rolled shall extend maturity to the same date as
the new convertible bond

Proximar intends, as far as practically possible, to invite all shareholders and
existing bondholders not invited to subscribe for further tranches of the
Convertible Bond on equal terms within the next one to two months, subject to
applicable law, stock exchange rules and market practice.

The bond issue is supported by several of the Company’s largest shareholders and
bondholders, but remains subject to a number of conditions, including final
subscription orders, approval by the Company’s general meeting, approval by
bondholders of the Company’s existing convertible bond, and an acceptance of
certain conditions by Grieg Kapital AS, as guarantor and creditor in the
Company. Final documentation for the bond issue remains outstanding.

ABG Sundal Collier ASA ("the Manager") is acting as manager for the convertible
bond offering.

Part of the proceeds will address a request from the Company’s banks to
strengthen its cash position in conjunction with a waiver of the sales covenant
under Proximar's syndicated bank loan for the second quarter of 2026. The waiver
relates to two-month running sales for the second quarter of 2026, as described
in the first quarter 2026 report published on 29 May 2026.

Proximar is experiencing constructive dialogue and support from its banks and
remains proactive in assessing future funding and financing options, including a
potential 12-month extension of its NOK 586 million syndicated bank loan
maturing in August 2026.

- Board initiates strategic review to strengthen capital structure -

With reference to the Company’s first quarter 2026 report, published on 29 May
2026, the Board has engaged Nomura International Plc, a leading Japanese
investment bank, to conduct a strategic review of the Company. The review aims
to strengthen and position Proximar for the future and address the longer-term
refinancing of the Company’s balance sheet.

The review will consider a broad set of solutions, including seeking a long-term
industrial investor for its Japan business, building on the strong investor
interest for the Company in Japan.

Following a period of improved operational and biological performance and a
positive outlook, the Board considers this is the right time to initiate this
process to support the Company and its prospects.

The Company will provide updates on progress in due course.

For further information, please contact:
Joachim Nielsen, CEO
ir@proximar.com

About Proximar Seafood
Proximar Seafood is a Norwegian land-based salmon farming company with its first
production facility and production at the foot of Mount Fuji in Japan. The
company inserted its first batch of eggs in October 2022 and carried out its
first harvest on 30 September 2024. Proximar’s brand and logo (Fuji Atlantic
Salmon) were officially launched in October at our partner Marubeni
Corporation’s head quarter in Tokyo. Through land-based salmon farming, using
high-quality groundwater secured close to Mount Fuji, the company produces fresh
Atlantic Salmon, harvested the same day. Proximar's location, near one of the
world's most important fish markets, implies significant advantages, both in
terms of reduced cost and carbon footprint.

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

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