Private placement successfully placed

26 February 2025

Reference is made to the stock exchange announcement by Andfjord Salmon Group AS ("Andfjord Salmon" or the "Company") on 26 February 2025, regarding a contemplated private placement of new shares (the "Offer Shares").

The Company hereby announces that it has allocated 17,142,858 Offer Shares at a subscription price of NOK 35 per share (the "Offer Price"), raising gross proceeds of approximately NOK 600 million (the "Private Placement"). ABG Sundal Collier ASA, Arctic Securities AS and SpareBank 1 Markets AS acted as joint bookrunners (the "Managers") in connection with the Private Placement. The net proceeds from the Private Placement will be used for advancement of the Company’s Phase 2 construction at Kvalnes, optimization of fish logistics for improved production output, preparations for adherence to expected regulatory changes, as well as general corporate purposes.

Completion of the Private Placement remains subject to approval of the issuance of Offer Shares by an extraordinary general meeting of the Company expected to be held on or about 13 March 2025 (the "EGM").

The following close associates to primary insiders were allocated Offer Shares in the Private Placement:

* Jerónimo Martins Agro-Alimentar, S.A., close associate to board member Antonio Serrano, was allocated 6,471,428 Offer Shares

* Eidsfjord Sjøfarm AS, close associate to board member Knut Roald Holmøy, was allocated 428,571 Offer Shares

* UFI AS, close associate to board member Kim Strandenæs, was allocated 285,714 Offer Shares

The Offer Shares are expected to be settled on a delivery versus payment basis on or about 13 March 2025 by delivery of existing and unencumbered shares in the Company that are already listed on Euronext Growth Oslo pursuant to a share lending agreement (the "Share Lending Agreement") expected to be entered into between the Company, Jerónimo Martins Agro-Alimentar S.A and the Managers. The Managers will settle the Share Lending Agreement with new shares in the Company to be resolved issued following approval by the EGM. The Offer Shares allocated to applicants will be tradable from the time the market is notified that the issuance of Offer Shares has been approved.

Completion of the Private Placement is subject to all necessary corporate resolutions being validly made, including approval of the issuance of the Offer Shares by the EGM. Further, completion of the Private Placement is subject to registration of the share capital increase pertaining to the Private Placement with the Norwegian Register of Business Enterprises and the Offer Shares being validly issued and registered with Euronext Securities Oslo (VPS).

Members of management and key employees will agree with the Managers to a lock-up for a period of 12 months from the settlement date for the Private Placement, subject to customary exceptions. The Company and members of the Company's Board will agree with the Managers to a lock-up for a period of six months from the settlement date for the Private Placement, subject to customary exceptions.

The Private Placement involves that the shareholders' preferential rights to subscribe for and be allocated the Offer Shares are set aside. The Board of Directors of the Company (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 Oslo Rule Book Part II and the Oslo Stock Exchange's Guidelines on the rule of equal treatment. The Board is of the view that it is in the common interest of the Company and its shareholders to raise equity through a private placement. The Private Placement enables the Company to secure equity financing for advancement of the Company's Phase 2 construction at Kvalnes, optimization of fish logistics for improved production output, preparations for adherence to expected regulatory changes, as well as general corporate purposes. Further, a private placement will reduce execution and completion risk and allows the Company to utilize current market conditions and raise capital more quickly, at a lower discount compared to a rights issue and without the underwriting commissions normally seen with rights offerings. Further, the Subsequent Offering (as defined below), if implemented, will secure that eligible shareholders will receive the opportunity to subscribe for new shares at the Offer Price in the Private Placement. On this basis the Board has considered the proposed transaction structure to be in the common interest of the Company and its shareholders.

The Company intends to carry out a subsequent offering (the "Subsequent Offering") with non-tradeable subscription rights of up to 1,714,286 new shares in the Company which, subject to applicable securities law, will be directed towards existing shareholders in the Company as of 26 February 2025 (as registered in the VPS two trading days thereafter), who (i) were not allocated Offer Shares in the Private Placement, and (ii) are not resident in a jurisdiction where such offering would be unlawful or, would (in jurisdictions other than Norway) require any prospectus, filing, registration or similar action. Whether or not such Subsequent Offering will ultimately take place, will depend inter alia on the development of the price of the shares in the Company after the Private Placement. Further, the Subsequent Offering is subject to, inter alia, completion of the Private Placement, approval by the board of directors, and the publication of an offering prospectus.

Advokatfirmaet Schjødt AS acted as legal advisor to the Company in connection with the Private Placement.

CONTACTS‍

Bjarne Martinsen, CFO, +47 975 08 345, bjarne.martinsen@andfjord.no

Martin Rasmussen, CEO, +47 975 08 665, martin@andfjord.no‍

ABOUT ANDFJORD SALMON

Located at Andøya on the Arctic Archipelago of Vesterålen, Norway, Andfjord Salmon is developing the world’s most sustainable and fish-friendly aquaculture facility of its kind. Through a proprietary flow-through system, Andfjord Salmon combines the best from ocean and land-based salmon farming. In its first production cycle, the company achieved an industry-leading survival rate of 97.5 percent, feed conversion ratio of 1.05, superior share of 91.1 percent, and required 1 kWh to produce one kilo of salmon. Andfjord Salmon has identified a roadmap towards a production capacity of 40,000 tonnes HOG at Kvalnes, Andøya, and set a long-term ambition to reach 90,000 tonnes HOG across Kvalnes, Breivika and Fiskenes at Andøya.