NOT FOR DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN
OR INTO THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS,
ANY STATE OF THE UNITED STATES OF AMERICA AND THE DISTRICT OF COLUMBIA) (THE
"UNITED STATES"), AUSTRALIA, CANADA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION
OF THE PEOPLE'S REPUBLIC OF CHINA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH
THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.


 

Oslo, Norge, 19. mars 2025

Det vises til den godkjente fortrinnsrettsemisjonen ("Fortrinnsrettsemisjonen")
i Nordic Financials ASA ("Selskapet"), der tegningsperioden begynte 10. februar
2025 som nærmere beskrevet i børsmeldingen publisert av Selskapet den 7. februar
2025. 

Følgende primærinnsidere, inkludert deres nærstående, har totalt tegnet seg for
75.000.0000 tilbudsaksjer til en tegningskurs på NOK 0,01: 

Halldor Chr. Tjoflaat, styreleder i Nordic Financials ASA, har gjennom sitt
heleide selskap Rybo Nor AS tegnet seg for 25.000.000 tilbudsaksjer til
tegningskursen. Rybo Nor AS har 4.203 omsettelige tegningsretter.

Jan P. Harto, styremedlem i Nordic Financials ASA, har gjennom sitt selskap Jan
P Harto AS tegnet seg for 25.000.000 tilbudsaksjer til tegningskursen. Jan P
Harto AS har 21.940 omsettelige tegningsretter

Nils Petter Skaset, daglig leder i Nordic Financials ASA, har gjennom sitt
selskap Brezza AS tegnet seg for 25.000.000 tilbudsaksjer til tegningskursen.
Brezza AS har i dag ingen tegningsretter.

En børsmelding med endelig tegning og allokering av aksjer, inkludert allokering
til primærinnsidere, vil bli publisert etter endt gjennomføring av
tegningsperioden. 

For ytterligere informasjon, vennligst kontakt: 

Nils Petter Skaset, 
daglig leder Nordic Financials ASA
Tlf: +47 951 88 154, 
e-post: nps@nofin.no

Denne informasjonen er underlagt informasjonsplikt i henhold til
verdipapirhandelloven § 5-12.

Important Notices 

This announcement is not and does not form a part of any offer to sell, or a
solicitation of an offer to purchase, any securities of the Company. Copies of
this announcement 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 offering 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 in this announcement will
be made solely to "qualified institutional buyers" as defined in Rule 144A under
the Securities Act. 

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
Prospectus Regulation, i.e., only to investors who, other than in Norway, can
receive the offer without an approved prospectus in such EEA Member State. The
expression "Prospectus Regulation" means (EU) 2017/1129 of the European
Parliament and of the Council, of 14 June 2017, as amended Regulation, on the
prospectus to be published when securities are offered to the public (together
with any applicable implementing measures in any EEA Member State.

This communication is only being distributed to and is only directed at persons
in the United Kingdom 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 for
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", "expect", "anticipate",
"strategy", "intends", "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 believe 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 their control. Actual
events may differ significantly from any anticipated development due to a number
of factors, including without limitation, changes in public sector investment
levels, changes in the general economic, political and market conditions in the
markets in which the Company operates, the Company's ability to attract, retain
and motivate qualified personnel, changes in the Company's ability to engage in
commercially acceptable acquisitions and strategic investments, and changes in
laws and regulation and the potential impact of legal proceedings and actions.
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. The Company does not make any
guarantee that the assumptions underlying the forward-looking statements in this
announcement are free from errors nor does it accept any responsibility for the
future accuracy of the opinions expressed in this announcement or any obligation
to update or revise the statements in this announcement to reflect subsequent
events. You should not place undue reliance on the forward-looking statements in
this announcement.

The information, opinions and forward-looking statements contained in this
announcement speak only as at its date, and are subject to change without
notice. The Company does not undertake any obligation to review, update,
confirm, or to release publicly any revisions to any forward-looking statements
to reflect events that occur or circumstances that arise in relation to the
content of this announcement. 

Neither the Settlement Agent nor any of their affiliates makes any
representation as to the accuracy or completeness of this announcement and none
of them accepts any responsibility or liability 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.

Neither the Settlement Agent nor any of its affiliates accepts any liability
arising from the use of this announcement. 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.