Fredag 7 November | 19:51:31 Europe / Stockholm

Kalender

Est. tid*
2025-11-26 07:00 Kvartalsrapport 2025-Q3
2025-09-09 - Extra Bolagsstämma 2025
2025-08-19 - Kvartalsrapport 2025-Q2
2025-06-19 - X-dag ordinarie utdelning NORSE 0.00 NOK
2025-06-18 - Årsstämma
2025-05-21 - Kvartalsrapport 2025-Q1
2025-02-26 - Bokslutskommuniké 2024
2024-12-23 - Extra Bolagsstämma 2024
2024-11-29 - Kvartalsrapport 2024-Q3
2024-08-28 - Kvartalsrapport 2024-Q2
2024-06-17 - X-dag ordinarie utdelning NORSE 0.00 NOK
2024-06-14 - Årsstämma
2024-05-14 - Kvartalsrapport 2024-Q1
2024-02-28 - Bokslutskommuniké 2023
2023-11-27 - Extra Bolagsstämma 2023
2023-08-31 - Kvartalsrapport 2023-Q2
2023-05-19 - X-dag ordinarie utdelning NORSE 0.00 NOK
2023-05-16 - Årsstämma
2023-04-27 - Split NORSE 4:1
2023-02-28 - Bokslutskommuniké 2022
2022-09-22 - Kvartalsrapport 2022-Q2
2022-06-22 - Årsstämma
2022-03-25 - X-dag ordinarie utdelning NORSE 0.00 NOK
2022-03-02 - Bokslutskommuniké 2021

Beskrivning

LandNorge
ListaOAX Equities
SektorTjänster
IndustriFordon & Transport
Norse Atlantic bedriver flygverksamhet. Bolaget erbjuder ett brett utbud av resmål runt om i världen. Störst verksamhet återfinns inom Nordamerika och Europa. Visionen är att vara en långsiktig och hållbar aktör på flygmarknaden genom att erbjuda ett brett utbud av resor. Kunderna består av både privata aktörer samt små- och medelstora företagskunder. Norse Altantic grundades år 2021 och har sitt huvudkontor i Norge.

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2025-10-27 18:58:16

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, HONG KONG, JAPAN OR THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.

Arendal, Norway, 27 October 2025: Norse Atlantic ASA ("Norse Atlantic" or the "Company") is pleased to announce that it has successfully secured approximately NOK 113.7 million in new equity through a private placement of 14,780,242 new shares (the "Private Placement") towards selected strategic investors ("Participating Investors"), further widening the international shareholder base, as well as the Company's two largest shareholders, B T Larsen & Co Ltd ("BTLCo") and Songa Capital AS ("Songa"). The subscription price in the Private Placement was set at market price of NOK 7.6938 per share, equal to the volume weighted average price (VWAP) over the three last trading days prior to the Private Placement (the "Subscription Price").

Bjørn Tore Larsen, CEO of Norse Atlantic, comments: "This investment at current market price is a clear validation of Norse Atlantic's progress as a leading long-haul, low-cost airline with efficient operations. The commitment by leading shareholders and new high-quality investors with extensive airline industry knowledge, reflects strong confidence in Norse Atlantic's strategic development and financial outlook.

We are now implementing our dual strategy business model from a position of strength with record load factors year-to-date and a leaner cost base. The proceeds from the placement further enhance our financial flexibility, supporting our plan to deliver material cash flow and long-term value creation for our shareholders".

The Private Placement

The new shares will, following their issuance, represent approx. 9.1% of the Company's outstanding shares.

The net proceeds from the Private Placement will be used to further strengthen the Company's financial position, as well as for general corporate purposes.

The Participating Investors in the Private Placement have in total subscribed for 8,925,262 new shares; Futrono Investment Spa and related parties have subscribed for 3,925,262 new shares; Estrella Del Sur Limitada have subscribed for 2,500,000 new shares; and Mulina Overseas Corp have subscribed for 2,500,000 new shares.

Furthermore, BTLCo have subscribed for 4,354,980 new shares, and Songa have subscribed for 1,500,000 new shares.

The Participating Investors intend to nominate one joint candidate to the board of directors of Norse Atlantic (the "Board") at the Company's annual general meeting to be held during the first half of 2026. In anticipation of the annual general meeting, the Company has confirmed its willingness to accommodate board representation for the Participating Investors by way of appointment of a board observer. Any appointment of an observer will be publicly announced.

Share capital increase

In connection with the Private Placement, the Board has resolved to increase the share capital of the Company with NOK 7,390,121 by the issuance of 14,780,242 new shares, each with a nominal value of NOK 0.50, pursuant to an authorization granted by the Company's annual general meeting on 18 June 2025.

Equal treatment considerations - Subsequent Offering

The Private Placement entails a deviation from the shareholders' pre-emptive rights pursuant to Sections 10-4 and 10-5 of the Norwegian Public Limited Companies Act. The Board has diligently considered that this deviation is in the best interest of the Company and its shareholders. Moreover, the Board is of the opinion that the Private Placement is in compliance with the equal treatment obligations under the Norwegian Securities Trading Act section 5-14 and section 4 of the recommendations by the Norwegian code of corporate governance.

In its assessment, the Board emphasized that the Private Placement enables efficient equity raising, deepens relationships with strategic investors, and avoids financial dilution as shares are issued at the current market price of the Company's shares.

To facilitate equal treatment, the Board will consider, subject to completion of the Private Placement, relevant corporate resolutions, prevailing market price and traded volume of the Company's shares and publication of a national prospectus, that a subsequent offering (the "Subsequent Offering") is carried out by the issuance of up to 12,092,853 new shares, at the Subscription Price, which equals up to NOK 93.04 million in gross proceeds. The Board reserves the right to limit the size of the Subsequent Offering to a number of shares which equals a NOK amount equivalent to less than EUR 8 million in gross proceeds, in accordance with the requirements for a national prospectus. If pursued, the Subsequent Offering will be directed at shareholders of the Company as per 27 October 2025 (as registered with the VPS two trading days thereafter), excluding the shareholders participating in the Private Placement, who 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 (the "Eligible Shareholders"). The Eligible Shareholders will receive non-transferrable subscription rights in the Subsequent Offering. Over-subscription with subscription rights, as well as subscription without subscription rights, will not be permitted in the Subsequent Offering. The subscription period for the Subsequent Offering will commence following the publication of a national prospectus, expected before year-end 2025.

Further information on any Subsequent Offering will be provided in a separate stock exchange announcement.

The Board reserves the right in its sole discretion to not conduct or to cancel the Subsequent Offering.

Advisors

Wikborg Rein Advokatfirma AS is acting as legal counsel to the Company in connection with the Private Placement.

Contacts:

Investors: CFO, Anders Hall Jomaas, anders.jomaas@flynorse.com

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

This stock exchange announcement was published by Anders Jomaas on the time and date provided.

IMPORTANT INFORMATION

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy, fairness or completeness.

Neither this announcement nor the information contained herein is for publication, distribution or release, in whole or in part, directly or indirectly, in or into or from the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada, Japan, Hong Kong, South Africa or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. The publication, distribution or release of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement is not an offer for sale of securities in the United States. The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act, and may not be offered or sold in the United States absent registration with the U.S. Securities and Exchange Commission or an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and in accordance with applicable U.S. state securities laws. The Company does not intend to register any securities referred to herein in the United States or to conduct a public offering of securities in the United States.

In any EEA Member State, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the EU Prospectus Regulation, i.e. only to investors who can receive the offer without an approved prospectus in such EEA Member State. The expression "EU Prospectus Regulation" means Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (together with any applicable implementing measures in any Member State).

This communication is only being distributed to and is only directed at persons in the United Kingdom that are "qualified investors" within the meaning of the EU Prospectus Regulation as it forms part of English law by virtue of the European Union (Withdrawal) Act 2018 and that are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") or (ii) high net worth entities, and other persons to whom this announcement may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). This communication must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this communication relates is available only to relevant persons and will be engaged in only with relevant persons. Persons distributing this communication must satisfy themselves that it is lawful to do so.

Matters discussed in this announcement may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as "believe", "aim", "expect", "anticipate", "intend", "estimate", "will", "may", "continue", "should" and similar expressions. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies, and other important factors which are difficult or impossible to predict and are beyond its control. Such risks, uncertainties, contingencies, and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. Forward-looking statements speak only as of the date they are made and cannot be relied upon as a guide to future performance. The Company and its respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any forward-looking statement contained in this announcement whether as a result of new information, future developments or otherwise. The information, opinions and forward-looking statements contained in this announcement speak only as at its date and are subject to change without notice.