Proximar Seafood AS – Private placement successfully completed

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