Proximar Seafood AS – Private placement successfully completed

10 Jul 2025 13:30 CEST

Reference is made to the stock exchange release from Proximar Seafood AS (the
"Company") published 9 July 2025 regarding amongst other a contemplated private
placement to raise gross proceeds of NOK 14.2 million (the "Private Placement")
by the issuance of new shares in the Company.

The board of directors of the Company (the "Board") have today resolved complete
the Private Placement by issuance of 14,217,278 new shares (the "New Shares") at
NOK 1 per New Share pursuant to the board authorisation granted to the Board at
the annual general meeting held on 23 April 2025.

The Private Placement is completed pursuant the underwriting agreements entered
into with the underwriters for the contemplated rights issue in the Company and
is directed exclusively at the underwriters.

The net proceeds from the Private Placement, will be used for working capital
and for general corporate purposes.

The Company's share capital following registration of the share capital increase
pertaining to the Private Placement will be NOK 15,639,006, divided into
156,390,060 shares, each with a par value of NOK 0.10.

The Private Placement represents a deviation from the shareholders' pre-emptive
right to subscribe for and be allocated the New Shares. The Board has considered
the structure of the equity raise in light of the equal treatment obligations
under the Norwegian Private Limited Companies Act, the rules on equal treatment
under Euronext Growth Rule Book Part II and the Oslo Stock Exchange's Guidelines
on the rule of equal treatment, and the Board is of the opinion that the
transaction structure is in compliance with these requirements.
The share issuance forms part of a total solution that has been important for
the Company, where the price per New Share has been a prerequisite for securing
the larger rights issue, as well as acceptance of the conversion of the bond
loan and changes in the Company's loan terms that provide the Company with a
significantly improved debt situation. The Private Placement addresses the
Company's short-term liquidity needs as the only available structure to ensure
necessary liquidity inflow in July, and the Company will conduct a rights issue
in August/September that ensures all shareholders the opportunity to subscribe
for shares at the same price and/or trade their subscription rights in the
market.

On this basis, the Board has considered the proposed transaction structure to be
in the common interest of the Company and its shareholders.

ABG Sundal Collier ASA is acting as financial advisor and Advokatfirmaet
Thommessen AS is acting as legal counsel to Proximar Seafood AS.

This information is considered to be inside information pursuant to the EU
Market Abuse Regulation and is. subject to the disclosure requirements in
section 5-12 of the Norwegian Securities Trading Act. This stock exchange
announcement was published by Ole Chr. Willumsen, CFO of Proximar Seafood AS, on
10 July 2025 at 13:30 CET.

For further information, please contact:
Joachim Nielsen, CEO, +47 92 85 55 59, jn@proximar.com
Ole Chr. Willumsen, CFO, +47 48 21 34 29 ocw@proximar.com

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