The board of directors of Gfjord Invest  AS (the "Company") hereby calls for an extraordinary general meeting (EGM) to be held 16 May 2022 (CET) by circulation of documents .
 
The board of directors deems it appropriate to carry out a rights issue in the Company with gross proceeds of up to 25 500 000,-in order for The Company to be able to participate in the ongoing rights issue at par value (0,1/share) in Norwegian Crystals AS (NCR).
 
The board believe it is important to secure equity funding for The Company in order to avoid a dilution of ownership in NCR.   The rights issue in The Company will be carried out at a subscription price of NOK 0.3 per share, equal to the par value. Reference is made to the Order Form for further details regarding the background and rationale for the rights issue.
 
At the date of the EGM, The company will hold 33,96% of the shares and an interest bearing receivable of close to NOK 25 mill on  Norwegian Crystals AS (NCR).  Four shareholders have in agreements previously announced committed to convert their shares in NCR into shares in GFI by way of  «Payment in kind». Two of the four have also as previously announced,committed to convert debt to shares in The Company. Both these transactions will be excecuted in the EGM.  As a neccessary formality, the four will provide Power of attornies to GFI in order for The company to subscribe on their behalf in the NCR EGM since the above transactions have yet to are recorded in the official registry

 Quote from the call for EGA NCR:

«Norwegian Crystals  is currently preparing a major Equity Issue to fund Phase 1 of the their expansion plans. The NCR financial advisors planned to complete the Equity Issue by 30 June 2022 but currently anticipates completing  this fundraising in Q3 due to the longer timeline needed for relevant strategic investors to consider an investment.
 
NCR is currently experiencing severe cash flow constraints due to: 
 
•	Delays in production ramp up caused by global logistics and supply chain challenges
•	Significant ongoing investments in expansion related items and process development projects in anticipation of the Phase 1 expansion plans and the related Equity Issue. Note that the expansion funding was originally expected to occur in 2021 Q4.
•	A substantial contractual down-payment remains delayed for more than three months by a prospective customer without a clear communication as to when it will be paid. 

The Rights Issue may be subscribed by the existing shareholders proportionally to their shareholding in the Company. Oversubscription is permitted.
 
All shareholders in The Company as of the date hereof are offered to participate. To participate, shareholders must complete and sign the attached Order Form and return by email to sverre@gfjordinvest.no  on or before 18 May 2022 at 17:00 (CET). The Board of Directors will immediately thereafter decide upon the allocation of shares.
 
Due date for payment of the allocated shares is 23 May 2022 – payment instructions will be distributed together with the notification of allocation.
 
An information call (Microsoft Teams or Zoom) will be offered by NCR on Tuesday, 10 May 2022 at 15.30 CET. Please notify Blake Barthelmess, Blake.Barthelmess@Crystals.no, if you would want to participate, to receive a link to the meeting.

For further details reference is made to the attached documents.
For Gfjord Invest AS Sverre Stange
Tel:        +47 922 60745
E-post:  sverre@gfjordinvest.no