NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR
INDIRECTLY, IN AUSTRALIA, CANADA, 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.
Bodø, 11 February 2026
Reference is made to the stock exchange announcement by Gigante Salmon AS ("the
"Company") today regarding the completion of a private placement of new shares
in the Company (the "Private Placement"), in addition to a separate retail
offering, with total gross proceeds in the amount of NOK 360 million, and that
the Company may carry out a subsequent share offering (the "Subsequent
Offering") with non-tradeable subscription rights of up to 5,333,333 new shares
in the Company, which, subject to applicable securities law, will be directed
towards existing shareholders in the Company as of 10 February 2026 (as
registered in Euronext Securities Oslo on 12 February 2026), who (i) were not
included in the pre-sounding 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.
Date for announcement of terms: 11 February 2026
Last day including right to receive subscription rights: 10 February 2026
First day excluding right to receive subscription rights: 11 February 2026
Record date: 12 February 2026
Maximum number of new shares: 5,333,333
Subscription price: NOK 7.50
Shall the subscription rights be listed: No
The Subsequent Offering will be subject to (i) the prevailing market price of
the Company's shares, (ii) relevant corporate resolutions being passed by the
Company, and (iii) the registration of a national prospectus with the Norwegian
Register of Business Enterprises.
The formal resolution (including the final number of new shares to be offered)
related to any Subsequent Offering will be made by the board of directors of the
Company following the registration and subsequent publication of a national
prospectus prepared in connection with the Subsequent Offering.
DNB Carnegie, a part of DNB Bank ASA, Pareto Securities AS and SB1 Markets AS
are acting as managers in connection with the Private Placement and the
Subsequent Offering. Advokatfirmaet Selmer AS is acting as legal advisor to the
Company, while Advokatfirmaet Wiersholm AS is acting as legal advisor to the
Managers.
About Gigante Salmon AS:
Gigante Salmon AS is a land-based salmon farming company with its first
production facility under construction on Lille Indre Rosøy in Rødøy, Norway.
The Company's aquaculture concept is based on a flow-through system, combining
the benefits of conventional and land-based aquaculture while simultaneously
eliminating issues associated with conventional, sea based, farming. Visit
www.gigantesalmon.no for more information.
For further information, please contact:
Kjell Lorentsen, CEO
Phone: +47 911 22 688
E-mail: kjell@gigante.no
Benny Hansen, CFO
Phone: +47 902 80 292
E-mail: benny@gigantesalmon.no
This information is published in accordance with the requirements of the
Continuing Obligations for companies listed on Euronext Growth Oslo and section
5-12 of the Norwegian Securities Trading Act.
Important notice:
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 "US 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 US 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 US 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 can receive the offer without
an approved prospectus in such EEA Member State. The "Prospectus Regulation"
means Regulation (EU) 2017/1129, as amended (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 (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.
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 or include certain
forward-looking statements. Forward-looking statements are statements that are
not historical facts and may include, without limitation, any statements
preceded by, followed by or including words such as "aims", "anticipates",
"believes", "can have", "continues", "could", "estimates", "expects", "intends",
"likely", "may", "plans", "projects", "should", "target" "will", "would" and
words or expressions of similar meaning or the negative thereof. These
statements are based on the management's current views and assumptions and
involve both known and unknown risks and uncertainties and assumptions that are
within and outside the management's control. Although the Company believes that
the expectations implied in any such forward-looking statements are reasonable,
no assurance can be given that such expectations will prove to be correct.
Actual results, performance or events may differ materially from those set out
or implied in the forward-looking statements. No representation is made that any
of these forward-looking statements or forecasts will come to pass or that any
forecast result will be achieved. The forward-looking statements included in
this announcement represent the Company's views as of the date of this
announcement and subsequent events and developments may cause the Company's
views to change. The Company disclaims any obligation to update forward-looking
information except as required by law. Readers should not place undue reliance
on any forward-looking statement.
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 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. Neither the Manager
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.