Fjord Defence Group ASA

Share Issue/Capital Change • Jun 23, 2021

Commencement of Subscription Period in the Subsequent Offering

Commencement of Subscription Period in the Subsequent Offering

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN, 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.

Lysaker, Norway - 23 June 2021

Reference is made to the stock exchange announcements made by Axxis Geo Solutions ASA (the "Company") on 30 April 2021 at 16:45 CEST regarding the successful completion of a private placement (the “Private Placement”), and 3 May 2021 at 08:45 CEST regarding key information on a potential repair offering of up to 200,000,000 new shares (the “Subsequent Offering”). Reference is further made to the stock exchange announcement made by the Company on 16 June 2021 at 16:35 CEST regarding the approval and publication of the prospectus dated 16 June 2021 (the “Prospectus”) prepared in connection with, inter alia, the Subsequent Offering.

The Prospectus is available on: https://www.axxisgeo.com/investor/prospectus, https://www.sb1markets.no/transaksjoner/2021/june/axxis-geo-solutions-asa/ and https://www.abgsc.com.

Today, 23 June 2021, the Company’s annual general meeting resolved to issue up to 200,000,000 new shares in the Subsequent Offering.

Subject to the Subsequent Offering not being cancelled by the Board of Directors due to prevailing market conditions, the subscription period in the Subsequent Offering will commence tomorrow, 24 June 2021, at 12:00 CEST and end on 8 July 2021 at 16:30 hours CEST (the "Subscription Period").

The Subsequent Offering comprises an offer by the Company to Eligible Shareholders (as defined below) to raise an amount of up to NOK 20 million in gross proceeds through the issuance of up to 200,000,000 new shares, each with a nominal value of NOK 0.10 (the “Offer Shares”), at a subscription price per Offer Share of NOK 0.10.

The Offer Shares will only be offered and sold outside the United States in reliance on Regulation S under the U.S. Securities Act. The Subsequent Offering is, subject to applicable securities laws, directed towards eligible shareholders in the Company as of close of trading on 30 April 2021, as registered in the Norwegian Central Securities Depository (the "VPS") on 4 May 2021 (the "Record Date"), who (i) were not allocated shares in the Private Placement and (ii) 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 “Eligible Shareholders”).

Eligible Shareholders will receive non-transferable subscription rights (the "Subscription Rights") based on their registered shareholding in the VPS as of the Record Date, giving the right to subscribe for and be allocated shares in the Subsequent Offering. Each Eligible Shareholders will, subject to applicable law, be granted 4.6223 Subscription Rights for each share in the Company recorded as held as of the end of the Record Date, rounded down to the nearest whole Subscription Right. Each Subscription Right will give the right to subscribe for one Offer Share. Over-subscription in the Subsequent Offering by Eligible Shareholders will be permitted. Subscription without Subscription Rights will not be allowed.

Further instructions regarding the subscription procedure and the terms of the Subsequent Offering are available in the Prospectus.

Subscription Rights that are not used to subscribe for Offer Shares before the end of the Subscription Period will have no value and will lapse without compensation to the holder.

Notifications of allocated Offer Shares and the corresponding subscription amount to be paid by each subscriber are expected to be distributed on or about 12 July 2021.

The payment for Offer Shares allocated to a subscriber falls due on or about 14 July 2021 (the "Payment Date"). Delivery of the Offer Shares to investors' VPS accounts is expected to take place on or about 19 July 2021.

ABG Sundal Collier ASA and SpareBank 1 Markets AS (the “Managers”) are acting as Joint Lead Managers and Bookrunners in connection with the Subsequent Offering. Advokatfirmaet Schjødt AS is acting as legal advisor to the Company in connection with the Subsequent Offering.

For further information, please contact:

Ronny Bøhn, CEO,

ronny.bohn@axxisgeo.com

+47 905 58 517

Nils Haugestad, CFO,

nils.haugestad@axxisgeo.com

+47 977 04 439

About Axxis

Axxis Geo Solutions (Axxis) is a pure-play ocean bottom node seismic company uniquely positioned to pursue both contract and multi-client seismic. Axxis specializes on delivering tailored seismic solutions and flexible project management and execution to oil and gas companies world-wide. Its operations are based on a scalable asset-light setup through chartering of vessels and nodes to complete seismic surveys. Axxis is listed on EURONEXT EXPAND OSLO and traded under the ticker Axxis.

More information on www.axxisgeo.com.

Important Notices

This announcement does not constitute or form a part of any 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. The distribution of this announcement and other information may be restricted by law in certain jurisdictions. 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. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions. 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. 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). 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. 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. Actual events may differ significantly from any anticipated development due to a number of factors, including without limitation, changes in investment levels and need for the Company's services, changes in the general economic, political and market conditions in the markets in which the Company operate, 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 provide any guarantees 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 document. Current market conditions are affected by the COVID-19 virus outbreak. The development in both Axxis Geo Solutions’ operations as well as relevant financial markets in general may be affected by government measures to mitigate the effect of the virus, reduction in activity, unavailable financial markets and other. The information, opinions and forward-looking statements contained in this announcement speak only as at its date and are subject to change without notice. Each of the Company, the Managers and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any statement contained in this announcement whether as a result of new information, future developments or otherwise. This announcement is made by and, and is the responsibility of, the Company. The Managers are acting exclusively for the Company 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 advice in relation to the contents of this announcement or any of the matters referred to herein. Neither the Managers nor any of their respective 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 Managers nor any of their respective affiliates accepts any liability arising from the use of this announcement.