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Oslo, 9 December 2025: 

The board of directors of Dellia Group ASA ("Dellia" or the "Company" and
including its subsidiaries, the "Group") has entered into an agreement for the
acquisition of Kirirom Food Production (K.F.P.) Co., LTD ("Kirirom") (the
"Acquisition"). Upon completion of the Acquisition, the Group will acquire its
largest and most significant supplier of dried fruit products and will secure
control over Kirirom's fruit farming operations.

ACQUISITION RATIONALE

Kirirom is a key part of Dellia's supply chain and paramount for the Company's
continued development. Key strategic rationale for the Acquisition are:

(1) Increase production capacity to take out the full potential in the Nordics,
and further expansion in Europe and China: The Acquisition gives Dellia full
autonomy over Kirirom's production capacity. The factory had capacity of 6,000
tonnes in 2025 and is expected to have capacity of 12,000 tonnes in 2026. The
investment into increased production capacity is already undertaken. In
addition, Kirirom has recently established new production lines to process
Dellia's chocolate-dipped dried fruit and dates range, which will be operational
in Q1 2026. The vertical integration of Kirirom will be important for the
Company's growth ambitions going forward and for unifying all Dellia's products
under one global brand, Sunshine Delights. 

(2) Strengthening control of the supply-chain and reducing dependency on third
party suppliers: Kirirom is the single most important part of Dellia's supply
chain with approximately 60% of the factory's volume YTD being supplied to
Dellia. A combined company allows Dellia to control contract farming securing
sun-riped fruit and have a holistic value chain from sourcing and production to
the store. This is an important base for delivering delightful taste
experiences. 

(3) International contract manufacturing platform: In addition to supplying
Dellia, Kirirom operates a fast-growing contract manufacturing business
supplying an established global customer base, including major international
retailers and wholesalers in the US, Pacific-Asia and Australia. The contract
manufacturing business outside of Dellia, represents approximately 40% of total
volume in 2025 and will provide Dellia with an immediate global foothold and
access to international retailers. 

Jan Storli Eriksen, founder, shareholder and CEO of the Company, comments:
"Bringing Kirirom and Dellia together under one company began as a shared vision
in 2022, in the mountains at Gaustablikk with Dalis Chhorn, the owner of
Kirirom. Our aim was clear: to build Sunshine Delights into the leading global,
better-choice snacking brand. Now that the long-term planned acquisition has
become a reality, I am pleased to welcome Dalis as a shareholder in Dellia. As a
combined listed company, we both move ahead with greater agility, sharper focus
and the ambition to shape the future of a new grocery category within better
choice snacking."

Dalis Chhorn, owner of Kirirom, comments: "I am proud of developing a dried
fruit production company in Cambodia and for providing work for approximately
3,600 people. In becoming a part of Dellia, we aim to further develop the
factory and become the world's largest producer of dried mango".
 

THE ACQUISITION 

Under the Acquisition agreement, Dellia will acquire from Ms. Dalis Chhorn (the
"Seller") 100% of the shares in a Singaporean entity to be established by the
Seller to hold 100% of the shares in Kirirom. The Acquisition values Kirirom at
an Enterprise Value (EV) of USD 36 million on a cash- and debt-free basis.
Adjusted for net debt of approximately USD 10 million, the purchase price
payable for the shares is approximately USD 26 million (the "Purchase Price").
The Purchase Price shall be settled by Dellia to the Seller on closing of the
Acquisition as follows: (1) USD 13 million in cash and (2) issuance of 387,104
shares in Dellia at a subscription price of NOK 339 per share (the
"Consideration Shares"). The 387,104 Consideration Shares to be received by the
Seller will be subject to a lock-up agreement until 27 March 2027 on customary
terms.

As part of the Acquisition, the Group will prefund Kirirom with USD 1.0 million
to facilitate a spin-off of 10 hectares of land in connection to the factory and
held by Kirirom into a separate land owning company (the "Land Owning Company"),
to be jointly held by the Group and a local nominee (as required under Cambodian
law). The prefunded amount is part of the USD 36 million EV of Kirirom. In
addition, the Group will prefund the Land Owning Company an additional USD 3.9
million to acquire 39 hectares of land surrounding the factory and not currently
owned by Kirirom, to facilitate future potential expansion of the factory. The
establishment of the Singaporean entity and the Land Owning Company, including
the above referred acquisition of land, is hereinafter referred to as the
"Kirirom Restructuring".

Completion of the Acquisition is subject to various customary conditions,
including (i) Dellia obtaining financing for the cash component of the Purchase
Price (through the Private Placement or otherwise), (ii) satisfactory completion
of an ongoing confirmatory due diligence, (iii) completion of the Kirirom
Restructuring, (iv) necessary corporate resolutions in Dellia and (v) necessary
regulatory approvals. The Acquisition is expected to be completed during second
quarter 2026.

CURRENT TRADING AND OUTLOOK

Dellia continues to deliver strong operational and financial performance, and
the Company expects to deliver 2025 revenues of approximately NOK 660 million
and 2025 EBIT adjusted for IPO costs of approximately NOK 100 million. EBIT in
Q4 2025 is negatively impacted by significant use of air freight and
implementation of a new corporate performance management system with a total
cost of NOK 12.9 million in the quarter. Pro-forma for the Acquisition, 2025
revenues are expected to be around NOK 800 million, 2025 EBITDA adjusted for IPO
costs is expected to be around NOK 150 million and 2025 EBIT for IPO costs is
expected to be around NOK 130 million. Together with Kirirom, the Company is
well positioned to continue to deliver strong profitable growth in the Nordics
and internationally going forward.


ABOUT KIRIROM

Kirirom Food Production is a large-scale dried mango producer based in the
Kirirom region, west of Phnom Penh, Cambodia. Founded in 2013, the company
operates through a combination of direct farming, contract farming and purchases
from cooperatives. As of year-end 2024, Kirirom employed approximately 1,000
people, of which approximately 300 are permanent employees and approximately 700
are temporary employees. As of 9 December 2025, Kirirom has a total of 3,600
employees. Kirirom is committed to sustainable farming practices, utilising all
parts of the mango productively. Mango skins and seeds are used for animal feed
and biofuel, minimising waste across the production process. Employees at
Kirirom receive training to strengthen skills and support long-term employment.
As a socially responsible employer, the factory actively contributes to the
local community by supporting multiple initiatives such as a childcare centre,
kindergarten classes, an orphanage centre, community of students, station of
clean water supply, and tree planting. In addition, Kirirom facilitates for
women to work at the factory.


THE PRIVATE PLACEMENT

To inter alia finance the cash component of the Purchase Price for the
Acquisition, Dellia hereby announces a contemplated private placement of new
shares in the Company (the "Offer Shares") to raise gross proceeds of
approximately NOK 200 million (the "Private Placement"). The price per Offer
Share will be determined by a bookbuilding and denominated in NOK (the "Offer
Price"). The final number of Offer Shares to be issued will be determined by the
board of directors of Dellia (the "Board") in consultation with the Manager
following expiry of the Bookbuilding Period (as defined below). The Company has
appointed ABG Sundal Collier ASA as sole bookrunner for the Private Placement
(the "Manager"). 

The net proceeds to the Company from the Private Placement will be used to (i)
fund the cash consideration payable in connection with the Acquisition and
pre-funding of the above referred Land-owning Company and (ii) repay outstanding
debt in Kirirom following completion of the Acquisition. Any remaining proceeds
may be used for general corporate purposes.

Christian James-Olsen, chairman of the Board, has pre-committed to apply for and
will receive full allocation of Offer Shares for NOK 4 million.

Birkelunden AS, a close associate of Mette Rokne Hanestad (Board member), has
pre-committed to apply for and will receive full allocation of Offer Shares for
NOK 500,000.

The issuance of Offer Shares will be resolved by the Company's board of
directors pursuant to an authorisation given by an extraordinary general meeting
of the Company held on 19 August 2025. 

Lock-up waiver: In connection with the initial public offering (IPO) and listing
of the Company's shares in September 2025, the Company undertook a lock-up
obligation of six months. The Manager has agreed to waive this lock-up
undertaking based on i) the strategic rationale of the Acquisition and ii) the
share price performance since the IPO.

Timeline and terms of the Private Placement

The bookbuilding period in the Private Placement commences today, 9 December
2025 at 16:30 CET and closes on 10 December 2025 at 8:00 CET (the "Bookbuilding
Period"). The Board reserves the right, at its sole discretion, to close,
shorten, or extend the Bookbuilding Period at any time and for any reason on
short or without notice. If the Bookbuilding Period is shortened or extended,
the other dates referred to herein may be changed accordingly. 

Allocation of Offer Shares will be made after the expiry of the Bookbuilding
Period at the sole discretion of the Board in consultation with the Manager.
Allocation will be based on criteria such as (but not limited to) perceived
investor quality, existing ownership in the Company, price leadership,
timeliness of the application, early indication, relative order size, sector
knowledge, investment history and investment horizon. 

Notification of allocation will be issued to applicants on or about 10 December
2025 through a notification to be issued by the Manager.

The Private Placement is directed towards investors subject to applicable
exemptions from relevant registration, filing and prospectus requirements, and
subject to other applicable selling restrictions. The minimum application and
allocation amount has been set to the NOK equivalent of EUR 100,000 per
investor. However, the Board may, at its sole discretion, allocate Offer Shares
for an amounts below the NOK equivalent of EUR 100,000 to the extent permitted
by applicable exemptions from the prospectus requirements pursuant to Regulation
(EU) 2017/1129 on prospectuses for securities and ancillary regulations. Further
selling restrictions and transaction terms will apply.

Settlement

The Offer Shares allocated in the Private Placement will be settled on a
delivery-versus-payment (DVP) basis on or about 12 December 2025, subject to
fulfilment of the Conditions (see below), by delivery of existing and
unencumbered shares in the Company already admitted to trading on Euronext Oslo
Børs pursuant to a share lending agreement to be entered into between the
Company, the Manager and Storli Holding AS as share lender (the "Share Lending
Agreement"). The Offer Shares allocated in the Private Placement are expected to
be tradable on Euronext Oslo Børs on or about 10 December 2025. The Manager will
settle the share loan under the Share Lending Agreement with new shares in the
Company to be issued by the Board pursuant to the above referred authorisation. 

Conditions for completion of the Private Placement

The completion of the Private Placement by delivery of Offer Shares to investors
is subject to (i) all corporate resolutions required to implement the Private
Placement being validly made, including the Board resolving to (1) consummate
the Private Placement and allocate the Offer Shares and (2) resolving to issue
the Offer Shares, (ii) the Share Lending Agreement being entered into and
remaining in full force and effect and (iii) the agreement for the Acquisition
remaining in full force and effect (jointly, the "Conditions").

The Company reserves the right to cancel and/or modify the terms of the Private
Placement at any time and for any reason prior to notification of allocation.
The applicants also acknowledge that the Private Placement will be cancelled if
the Conditions are not fulfilled. Neither the Company nor the Manager will be
liable for any losses incurred by applicants if the Private Placement is
cancelled and/or modified, irrespective of the reason for such cancellation or
modification. The applicants further acknowledge that completion of the
Acquisition is not a Condition for completion of the Private Placement.

EQUAL TREATMENT CONSIDERATIONS AND POTENTIAL SUBSEQUENT OFFERING 

The Private Placement represents a deviation from the shareholders' preferential
rights to subscribe for the Offer Shares. The Private Placement has been
considered by the Board in light of the equal treatment obligations under the
Norwegian Public Limited Liability Companies Act and the Norwegian Securities
Trading Act, and the Board is of the opinion that it is in compliance with these
requirements. The issuance of the Offer Shares is carried out as a private
placement in order to inter alia finance the cash consideration for the
Acquisition. By structuring the equity raise as a private placement the Company
is able to efficiently raise capital for the abovementioned purpose at a
market-based offer price. On the basis of the above, and taking into account
that a repair offering may be carried out subsequent to the Private Placement
(see below), the Board is of the opinion that the waiver of the preferential
rights inherent in the Private Placement is in the common interest of the
Company and its shareholders.

Subject to completion of the Private Placement, approval and publication of a
prospectus (as required) and certain other conditions, the Board may resolve to
carry out a subsequent offering of new shares in the Company at the Offer Price
(the "Subsequent Offering"). Any such Subsequent Offering, if applicable and
subject to applicable securities laws, will be directed towards existing
shareholders in the Company as of 9 December 2025 (as registered in the VPS two
trading days thereafter), who (i) were not included in the wall-crossing phase
of the Private Placement, (ii) were not allocated Offer Shares in the Private
Placement, and (iii) 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 Company reserves the
right in its sole discretion to not conduct or to cancel any Subsequent
Offering.

Advisors 
ABG Sundal Collier ASA is acting as sole bookrunner in the Offering. Wikborg
Rein Advokatfirma AS is acting as legal advisor to Dellia.


About Dellia | www.dellia.com

Dellia is a Nordic consumer goods group with a fast-growing position in the
dried fruit category. The Group develops and markets brands such as Sunshine
Delights®, Dippies® and A Date With® - exciting and tasty products broadening
the dried fruit category through mass market appeal. Dellia's products are
distributed across approximately 12,800 stores in the Nordics.

* * *

This information is considered to be inside information pursuant to the EU
Market Abuse Regulation and is subject to the disclosure requirements pursuant
to Section 5-12 the Norwegian Securities Trading Act. This stock exchange
announcement was published by Thea Guldbrandsøy at the time and date set out
above.

IMPORTANT NOTICE

These materials are not and do not form a part of any offer of securities for
sale, or a solicitation of an offer to purchase, any securities of the Company
in the United States or any other jurisdiction. Copies of these materials are
not being made and may not be distributed or sent into any jurisdiction in which
such distribution would be unlawful or would require registration or other
measures. 

The securities referred to in this announcement have not been and will not be
registered under the U.S. Securities Act of 1933, as amended (the "Securities
Act"), and accordingly may not be offered or sold in the United States absent
registration or an applicable exemption from the registration requirements of
the Securities Act and in accordance with applicable U.S. state securities laws.
The Company does not intend to register any part of the Private Placement in the
United States or to conduct a public offering of securities in the United
States. Any sale in the United States of the securities mentioned herein will be
made solely to "qualified institutional buyers" (QIBs) as defined in Rule 144A
under the Securities Act, pursuant to an exemption from the registration
requirements under the Securities Act, as well as to major U.S. institutional
investors under SEC Rule 15a-6 to the United States Exchange Act of 1934, as
amended.

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 any offering
of securities referred to in this announcement without an approved prospectus in
such EEA member state. "EU Prospectus Regulation" means Regulation (EU)
2017/1129, as amended (together with any applicable implementing measures in any
EEA member state).

In the United Kingdom, this communication is only addressed to and is only
directed at qualified investors who 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) persons falling within
Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated
associations, etc.) (all such persons together being referred to as "Relevant
Persons"). These materials are directed only at Relevant Persons and 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. 

This communication contains forward-looking statements concerning future events,
including possible issuance of equity securities of the Company. Forward-looking
statements are statements that are not historical facts and may be identified by
words such as "believe", "expect", "anticipate", "strategy", "intends",
"estimate", "will", "may", "continue", "should" and similar expressions. The
forward-looking statements in this communication 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. Actual events may differ
significantly from any anticipated development due to a number of factors,
including, but not limited to, changes in investment levels and need for the
group's services, changes in the general economic, political, and market
conditions in the markets in which the group operate, and changes in laws and
regulations. Such risks, uncertainties, contingencies, and other important
factors include the possibility that the Company will determine not to, or be
unable to, issue any equity securities, and could cause actual events to differ
materially from the expectations expressed or implied in this communication by
such forward-looking statements. The Company does not make any guarantees that
the assumptions underlying the forward-looking statements in this communication
are free from errors.

The information, opinions and forward-looking statements contained in this
communication speak only as at its date and are subject to change without
notice. Each of the Company, the Manager and their respective affiliates
expressly disclaims any obligation or undertaking to update, review, or revise
any statement contained in this communication whether as a result of new
information, future developments or otherwise, unless required by laws or
regulations.

The Manager is acting exclusively for the Company and no one else in connection
with the Private Placement and will not be responsible to anyone other than the
Company for providing the protections afforded to its clients, or for advice in
relation to the contents of this announcement or any of the matters referred to
herein. Neither the Manager nor any of their respective affiliates make any
representation as to the accuracy or completeness of this announcement and none
of them accepts any liability arising from the use of this announcement or
responsibility for the contents of this announcement or any matters referred to
herein.

This announcement is for information purposes only and is not to be relied upon
in substitution for the exercise of independent judgment. It is not intended as
investment advice and under no circumstances is it to be used or considered as
an offer to sell, or a solicitation of an offer to buy any securities or a
recommendation to buy or sell any securities of the Company. 

Certain figures contained in this announcement, including financial information,
have been subject to rounding adjustments. Accordingly, in certain instances,
the sum or percentage change of the numbers contained in this announcement may
not conform exactly with the total figure given. 

The distribution of this announcement and other information may be restricted by
law in certain jurisdictions. Persons into whose possession this announcement or
such other information should come are required to inform themselves about and
to observe any such restrictions. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such jurisdiction.
Specifically, 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, Hong Kong, Japan or any other jurisdiction where to do so
would constitute a violation of the relevant laws of such jurisdiction.