NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES, CANADA, AUSTRALIA, 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. OTHER RESTRICTIONS ARE APPLICABLE.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES
DESCRIBED HEREIN. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS
ANNOUNCEMENT.

Yokohama/Bergen, 3 September 2025: Reference is made to the stock exchange
announcement published by Proximar Seafood AS (the "Company") on 9 July 2025
regarding the refinancing plan comprising (i) amendments to the Company's debt
capital with a planned 12-month extension of the maturity of the Japanese
syndicated bank loan and amendments to the convertible bond, involving lower
interest costs and renegotiated conversion terms, (ii) the private placement
which was successfully completed on 10 July 2025 and (iii) a contemplated fully
underwritten rights issue in the Company, raising gross proceeds of NOK
150,000,000 (the "Rights Issue").

The proposed Rights Issue is subject to shareholder approval and the Company
therefore calls for an extraordinary general meeting to be held on 17 September
2025 at 10:00 hours (CEST) (the "EGM") to inter alia resolve (i) the Rights
Issue, (ii) amendments to the convertible bond (iii) an issuance of new shares
in the Company to facilitate settlement of the fee to the underwriters of the
Rights Issue, (iv) a general authorisation to the board of directors of the
Company to issue new shares for general corporate purposes and (v) a specific
authorisation to the board of directors of the Company to issue new shares
exclusively for its share option program. The notice of the EGM, including the
agenda, proposed resolutions, registration form and a form of proxy and other
information is enclosed hereto.

Proceeds 
The gross proceeds from the Rights Issue will be NOK 150,000,000. The net
proceeds from the Rights Issue will be used to (i) repay a short-term bridge
financing of up to NOK 60,000,000 obtained to comply with extra working capital
requirements as part of the refinancing of the current syndicated bank loan in
Japan, (ii) refinance a short-term shareholder loan of NOK 30,000,000, (iii)
general corporate purposes, including financing costs and some smaller upgrades
and improvements, and (iv) increased working capital requirements, following the
planned shift in the harvest plan to improve average harvest weights and price
achievement.

Terms and conditions 
The subscription price in the Rights Issue will be NOK 1 per share, which has
been determined based on negotiations with key stakeholders and underwriters.
Each shareholder of the Company who is not resident in a jurisdiction where such
offering would be unlawful or, in jurisdictions other than Norway, require any
prospectus, filing, registration or similar action, will be granted tradeable
subscription rights ("Subscription Rights") in proportion to the number of
existing shares held at the date of the EGM, as registered in the Norwegian
Central Securities Depository (CSD) at the end of the second trading day on
Euronext Growth Oslo thereafter (the "Record Date"). The Company's shares are
expected to trade exclusive of the right to receive Subscription Rights from and
including 18 September 2025. Each Subscription Right will, subject to applicable
securities laws, give the right to subscribe for and be allocated one new share
in the Rights Issue. Oversubscription and subscription without subscription
rights will be permitted, but with no guaranteed allocation. 

The Subscription Rights will be applied for trading and listing on Euronext
Growth Oslo from and including the first day of the subscription period and
until 16:30 (Oslo time) four trading days prior to the expiry of the
subscription period. The Company will prepare and publish an EEA prospectus for
the offering of the shares issued in the Rights Issue that will include the full
terms and conditions of the Rights Issue (the "Prospectus"). The Prospectus will
be subject to approval by the Norwegian Financial Supervisory Authority (the
"NFSA") before publication. All dates and other figures concerning the Rights
Issue included herein remain tentative and subject to change. Any changes will
be announced at the EGM or through stock exchange announcements.

Underwriting 
A group of investors, including several existing shareholders, currently
representing in total 26.46% of the shares in the Company, have undertaken to
fully underwrite the Rights Issue. A complete list of the underwriters and their
respective underwriting is set out in an attachment to this message.

Each of the Underwriters is entitled to an underwriting fee of 9% of its
underwriting commitment, to be settled in the form of new shares in the Company
to be subscribed at the same subscription price as in the Rights Issue, in
addition to having been entitled to participate in the private placement
completed 10 July 2025.

Timeline 
According to the current tentative timetable, and subject to the approval by the
EGM, the Company's shares are expected to trade exclusive of Subscription Rights
from and including 18 September 2025, the record date for the Subscription
Rights is expected to be 19 September 2025 and the subscription period for the 
Rights Issue is expected to commence on or around 22 September 2025 and end on
or around 6 October 2025. The period during which the Subscription Rights are to
be tradable is expected to commence on or around 22 September 2025 and end on or
around 30 September 2025. The Subscription Period may not be shortened, but the
Company's board of directors may extend the Subscription Period if required. Any
changes will be announced through stock exchange announcements.

ABG Sundal Collier ASA has been retained as manager for the Rights Issue.
Advokatfirmaet Thommessen AS is acting as legal advisor to the Company in
connection with the Rights Issue.

For further information, please contact: 

Joachim Nielsen, CEO, +81 70 28 11 98 98, [email protected] 
Ole Chr. Willumsen, CFO, +47 48 21 34 29 [email protected] 


About Proximar Seafood 
Proximar Seafood is a Norwegian land-based salmon farming company with its first
production facility and production at the foot of Mount Fuji in Japan. The
company inserted its first batch of eggs in October 2022 and carried out its
first harvest on 30 September 2024. Proximar's brand and logo (Fuji Atlantic
Salmon) were officially launched in October 2024 at our partner Marubeni
Corporation's head quarter in Tokyo. Through land-based salmon farming, using
high-quality groundwater secured close to Mount Fuji, the company produces fresh
Atlantic Salmon, harvested the same day. Proximar's location, near one of the
world's most important fish markets, implies significant advantages, both in
terms of reduced cost and carbon footprint.


- IMPORTANT INFORMATION -
This announcement does not constitute an offer of securities for sale or a
solicitation of an offer to purchase securities of the Company in the United
States or any other jurisdiction. Copies of this document may not be sent to
jurisdictions, or distributed in or sent from jurisdictions, in which this is
barred or prohibited by law. The securities of the Company may not be offered or
sold in the United States absent registration or an exemption from registration
under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act").
The securities of the Company have not been, and will not be, registered under
the U.S. Securities Act. Any sale in the United States of the securities
mentioned in this communication will be made solely to "qualified institutional
buyers" as defined in Rule 144A under the U.S. Securities Act. No public
offering of the securities will be made in the United States. Any offering of
the securities referred to in this announcement will be made by means of the
Prospectus. This announcement is an advertisement and is not a prospectus for
the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the
Council of 14 June 2017 on prospectuses to be published when securities are
offered to the public or admitted to trading on a regulated market, and
repealing Directive 2003/71/EC (as amended) as implemented in any EEA Member
State (the "Prospectus Regulation"). Investors should not subscribe for any
securities referred to in this announcement except on the basis of information
contained in the Prospectus. Copies of the Prospectus will, following
publication, be available from the Company's registered office and, subject to
certain exceptions, on the website of the Manager. 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 can receive the offer without an approved prospectus in such
EEA Member State. In the United Kingdom, this communication is only addressed to
and is only directed at Qualified Investors who (i) are 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) are 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 announcement 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 document is not for publication or distribution in,
directly or indirectly, Australia, Canada, Japan, the United States or any other
jurisdiction in which such release, publication or distribution would be
unlawful, and it does not constitute an offer or invitation to subscribe for or
purchase any securities in such countries or in any other jurisdiction. In
particular, the document and the information contained herein should not be
distributed or otherwise transmitted into the United States or to publications
with a general circulation in the United States of America. The Manager is
acting for the Company in connection with the Rights Issue and no one else and
will not be responsible to anyone other than the Company for providing the
protections afforded to their respective clients or for providing advice in
relation to the Rights Issue or any transaction or arrangement referred to in
this announcement. 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 "anticipate",
"believe", "continue", "estimate", "expect", "intends", "may", "should", "will"
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. The information, opinions and
forward-looking statements contained in this announcement speak only as at its
date and are subject to change without notice. This announcement is made by and
is the responsibility of, the Company. Neither the Manager nor any of its
affiliates makes any representation as to the accuracy or completeness of this
announcement and none of them accepts any 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. No reliance may be placed for any purpose on
the information contained in this announcement or its accuracy, fairness or
completeness. Neither the Manager nor any of its respective affiliates accepts
any liability arising from the use of this announcement.