NOT FOR DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN
OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, HONG KONG OR JAPAN, OR
ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. 

Nordic Semiconductor ASA ("NOD" or the "Company") has retained ABG Sundal
Collier ASA, Danske Bank A/S NUF, and DNB Carnegie, a part of DNB Bank ASA as
Joint Bookrunners (together, the "Managers") in connection with a contemplated
private placement (the "Private Placement") to raise gross proceeds of the NOK
equivalent of approximately USD 100 million in new shares to be issued by the
Company (the "Offer Shares"). The number of Offer Shares and the price per Offer
Share (the "Offer Price") in the Private Placement will be determined by a
bookbuilding. 

Use of proceeds

The net proceeds from the Private Placement will be used to refinance the
balance sheet through repayment of a USD 100 million bridge loan after the
strategic acquisitions of Neuton.ai and Memfault. The refinancing will ensure
that the Company maintains a solid cash position and high flexibility supporting
the current strategy and financial targets.

Bookbuilding period

The bookbuilding period for the Private Placement (the "Bookbuilding Period")
will commence on 4 September 2025 at 16:30 CEST and end on 5 September 2025 at
08:00 CEST. The Company may, however, at its sole discretion and in consultation
with the Managers extend or shorten the Bookbuilding Period at any time and for
any reason and on short or without notice. If the Bookbuilding period is
extended or shortened, the other dates referred to herein may be changed
accordingly.

Selling restrictions

The Private Placement is directed towards Norwegian and international investors,
subject to applicable exemptions from relevant registration, filing and offering
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. The Company may however, at its sole discretion, allocate
amounts below EUR 100,000 to the extent exemptions from the prospectus
requirement in accordance with applicable regulations, including the Norwegian
Securities Trading Act and ancillary regulations, are available. 

Allocation

Allocation of Offer Shares will be made at the sole discretion of the the board
of directors (the "Board") after input from and in consultation with the
Managers after expiry of the Bookbuilding Period. 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. There is no guarantee that any potential investor will be
allocated Offer Shares.

Notifications of allocation are expected to be issued to the applicants on or
about 5 September 2025 through a notification to be issued by the Managers. 

Settlement and conditions

The Offer Shares will be settled on a delivery versus payment ("DVP") basis
facilitated through a pre-funding agreement expected to be entered into between
the Managers and the Company, on or about 9 September 2025 and the Offer Shares
will be tradable following registration of the share capital increase in the
Norwegian Register of Business Enterprises (the "NRBE") and the issuance of the
Offer Shares in VPS, expected on or about 8 September 2025.

Completion of the Private Placement by delivery of Offer Shares to investors is
subject to (i) all necessary corporate resolutions required to implement the
Private Placement being validly made by the Company, including without
limitation, the Board resolving to complete the Private Placement, at its sole
discretion, including its resolution to approve the pricing and allocation of
Offer Shares and issue the Offer Shares pursuant to the authorisation to issue
new shares resolved in the Annual General Meeting held on 5 May 2025 and (ii)
the share capital increase pertaining to the issuance of the Offer Shares being
registered with the NRBE.

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 delivery of the Offer
Shares. Neither the Company nor the Managers will be liable for any losses
incurred by investors if the Offering is cancelled and/or modified, irrespective
of the reason for such cancellation.

Dilutive instruments 

The Company has a total of 2,410,928 outstanding RSUs. 

Advisors

ABG Sundal Collier ASA, Danske Bank A/S NUF, and DNB Carnegie, a part of DNB
Bank ASA are acting as Joint Bookrunners in the Private Placement.

Advokatfirmaet CLP DA is acting as a legal advisor for the Company in connection
with the Private Placement. 

For further information, please contact: 

Ståle "Steel" Ytterdal, SVP IR - Nordic Semiconductor ASA 
Phone: +47 930 37 430

About Nordic Semiconductor ASA 
Nordic Semiconductor has been a pioneer in ultra-low power wireless solutions,
from proprietary technologies for PC accessories to today's Bluetooth low energy
and multiprotocol products and long-range cellular IoT solutions. Nordic
Semiconductor is the clear market leader in the ultra-low power wireless
segment, serving a growing market in consumer electronics, wearables, building
and retail, healthcare and an increasing number of other verticals and
applications. Nordic Semiconductor (NOD) is a public company listed on the Oslo
stock exchange in Norway. For more information, go to www.nordicsemi.com

This information was considered to be inside information pursuant to the EU
Market Abuse Regulation. This stock exchange announcement was published by
Kine-Elena Reigstad, VP International Finance, Nordic Semiconductor ASA, on the
time and date provided. 

DISCLAIMER AND 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. None of the Managers or any of their respective
affiliates or any of their respective directors, officers, employees, advisors
or agents accepts any responsibility or liability whatsoever for, or makes any
representation or warranty, express or implied, as to the truth, accuracy or
completeness of the information in this announcement (or whether any information
has been omitted from the announcement) or any other information relating to the
Company, its subsidiaries or associated companies, whether written, oral or in a
visual or electronic form, and howsoever transmitted or made available, or for
any loss howsoever arising from any use of this announcement or its contents or
otherwise arising in connection therewith. This announcement has been prepared
by and is the sole responsibility of the Company. 

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. 

Any offering of the securities referred to in this announcement will be made by
means of a set of subscription materials provided to potential investors.
Investors should not subscribe for any securities referred to in this
announcement except on the basis of information contained in the aforementioned
subscription material. 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 only be conducted with relevant
persons. Persons distributing this communication must satisfy themselves that it
is lawful to do so. 

This announcement is made by, and is the responsibility of, the Company. The
Managers and their respective affiliates are acting exclusively for the Company
and no-one else in connection with the Private Placement. They will not regard
any other person as their respective clients in relation to the Private
Placement and will not be responsible to anyone other than the Company, for
providing the protections afforded to their respective clients, nor for
providing advice in relation to the Private Placement, the contents of this
announcement or any transaction, arrangement or other matter referred to herein,
including the Private Placement. 

In connection with the Private Placement, the Managers and any of their
respective affiliates, acting as investors for their own accounts, may subscribe
for or purchase shares and in that capacity may retain, purchase, sell, offer to
sell or otherwise deal for their own accounts in such shares and other
securities of the Company or related investments in connection with the Private
Placement or otherwise. Accordingly, references in any investor materials to the
shares being issued, offered, applied for, subscribed, acquired, placed or
otherwise dealt in should be read as including any issue or offer to, or
subscription, acquisition, placing or dealing by, such Managers and any of their
respective affiliates acting as investors for their own accounts. The Managers
do not intend to disclose the extent of any such investment or transactions
otherwise than in accordance with any legal or regulatory obligations 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, each of the Managers and their
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.