SalMar ASA

Share Issue/Capital Change • Jun 8, 2021

SalMar - Contemplated private placement

SalMar - Contemplated private placement

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR

INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN, HONG KONG 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.

(Kverva, 8 June 2021) SalMar ASA ("SalMar" or the "Company") has retained Arctic

Securities AS and Carnegie AS as Joint Bookrunners (together the "Managers") to

advise on and effect a private placement of up to 4,500,000  new shares (the

"New Shares") (the "Private Placement").

SalMar has a strong track record of profitable growth during its 30-year long

history through operational excellence, organic growth and strategic mergers &

acquisitions. In the current market environment, SalMar sees several attractive

growth and investment opportunities across the entire value chain from roe to

plate. These opportunities include purchase of salmon production licenses and

company acquisitions, as well as organic investments in smolt production,

coastal farming operations, harvesting and processing activities. SalMar has

also taken a pole position in developing large-scale offshore farming, initially

in Norway and eventually in other suitable locations. This is being pursued

through the application for the establishment of the Smart Fish Farm pilot

project for production in the open ocean where the company has received eight

development licenses and through building an organisation and a construction

pipeline to allow the rapid development of large-scale offshore and semi-

offshore sustainable salmon farming, based on SalMar's sustainable, best in

class operational performance.  The net proceeds from the Private Placement will

be applied across these opportunities, subject to strict profitability and

operational quality criteria.

Kverva Industrier AS (the largest shareholder in SalMar ASA with an ownership of

52.46%), has pre-subscribed for their pro-rata share of the Offer Shares at the

Subscription Price determined through the book building process. In the event of

oversubscription, allocation to Kverva Industrier AS may be reduced in order to

give priority to other investors and to improve the overall free float in the

share. The allocation to Kverva Industrier AS will in no event be reduced below

NOK 300 million, and Kverva Industrier AS will in any case own more than 50% of

the outstanding share capital in the Company following the Private Placement and

the possible subsequent repair issue.

LIN AS, a company closely related to Leif Inge Nordhammer, Chairman of the Board

of the Company, has committed to subscribe for New Shares for EUR 1,500,000 in

the Private Placement.

The Private Placement will be directed towards Norwegian and international

investors, subject to applicable exemptions from relevant registration, filing

and 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

requirements in accordance with applicable regulations, including the Norwegian

Securities Trading Act and the prospectus regulation 2017/119 and ancillary

regulations, are available.

The offer price in the Private Placement will be determined by the board of

directors of the Company (the "Board") following an accelerated bookbuilding

process. The bookbuilding and application period for the Private Placement

commences today, on 8 June 2021 at 16:30 CEST, and is expected to close on 9

June 2021 at 08:00 CEST. The Company, after consultation with the Managers,

reserves the right to at any time and in its sole discretion close or extend the

application period. If the bookbuilding is shortened or extended, the other

dates referred to herein may be changed correspondingly.

Allocation of the shares in the Private Placement will be determined after the

expiry of the bookbuilding period, and the final allocation will be made by the

Board at its sole discretion, following advice from the Managers. Delivery

versus payment settlement of the New Shares will be facilitated by existing and

unencumbered shares in the Company being borrowed by Arctic Securities (on

behalf of the Managers) from Kverva Industrier AS pursuant to a share lending

agreement between such parties and the Company. The shares will thus be tradable

from allocation. The Managers will settle the share loan with new shares in the

Company to be issued by a resolution of the Board pursuant to an authorisation

granted by the annual general meeting held on 8 June 2021. New Shares allocated

in the Private Placement will not carry the right to the NOK 20.0 dividend per

share as announced by the Company on 9 April 2021.

Completion of the Private Placement by delivery of New Shares to investors is

subject to the corporate resolutions of the Company required to implement the

Private Placement, including a resolution of the Board to proceed with the

Private Placement following the expiry of the bookbuilding period and to

increase the share capital of the Company by the issuance of the New Shares.

The Company has considered the Private Placement in light of the equal treatment

obligations under the Norwegian Securities Trading Act and Oslo Børs' Circular

no. 2/2014 and is of the opinion that the waiver of the preferential rights

inherent in a private placement, taking into consideration the time, costs and

risk of alternative methods of the securing the desired funding, as well as the

limited dilution effects of the transaction, is in the common interest of the

shareholders of the Company. However, subject to completion of the Private

Placement, the Board of Directors of the Company will consider to carry out a

subsequent offering directed towards existing shareholders in the Company as of

the end of trading today, 8 June 2021 (and as registered in the VPS as of the

end of 10 June 2021) who 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 who were not allocated shares

in the Private Placement (the "Subsequent Offering"). The subscription price in

a potential Subsequent Offering will be equal to the subscription price in the

Private Placement.

For more information, please contact:

Trine Sæther Romuld, CFO & COO

Tel:: + 47 991 63 632

E-mail: trine.romuld@salmar.no (mailto:trine.romuld@salmar.no)

About SalMar

SalMar is one of the world's largest and most efficient producers of farmed

salmon. The Group has farming operations in Central Norway, Northern Norway and

Iceland, as well as substantial harvesting and secondary processing operations

in Norway, at InnovaMar in Frøya and Vikenco in Aukra. SalMar also owns 50 per

cent of the shares in Scottish Sea Farms Ltd.

See www.salmar.no (http://www.salmar.no). for more information about the

company.

This information is considered to be inside information pursuant to the EU

Market Abuse Regulation and is subject to the disclosure requirements pursuant

to Section 5-12 the Norwegian Securities Trading Act.

Important information:

The release is not for publication or distribution, in whole or in part directly

or indirectly, in or into Australia, Canada, Japan or the United States

(including its territories and possessions, any state of the United States and

the District of Columbia). This release is an announcement issued pursuant to

legal information obligations, and is subject of the disclosure requirements

pursuant to section 5-12 of the Norwegian Securities Trading Act. It is issued

for information purposes only, and does not constitute or form part of any offer

or solicitation to purchase or subscribe for securities, in the United States or

in any other jurisdiction. The securities mentioned herein have not been, and

will not be, registered under the United States Securities Act of 1933, as

amended (the "US Securities Act"). The securities may not be offered or sold in

the United States except pursuant to an exemption from the registration

requirements of the US Securities Act. The Company does not intend to register

any portion of the offering of the securities in the United States or to conduct

a public offering of the securities in the United States. Copies of this

announcement are not being made and may not be distributed or sent into

Australia, Canada, Japan or the United States.

The issue, subscription or purchase of shares in the Company is subject to

specific legal or regulatory restrictions in certain jurisdictions. Neither the

Company nor the Managers assume any responsibility in the event there is a

violation by any person of such restrictions.

The distribution of this release may in certain jurisdictions be restricted by

law. Persons into whose possession this release comes should inform themselves

about and observe any such restrictions. Any failure to comply with these

restrictions may constitute a violation of the securities laws of any such

jurisdiction.

The Managers are acting for the Company and no one else in connection with the

Private Placement and will not be responsible to anyone other than the Company

providing the protections afforded to their respective clients or for providing

advice in relation to the Private Placement and/or any other matter referred to

in this release.

Forward-looking statements: This release and any materials distributed in

connection with this release may contain certain forward-looking statements. By

their nature, forward-looking statements involve risk and uncertainty because

they reflect the Company's current expectations and assumptions as to future

events and circumstances that may not prove accurate. A number of material

factors could cause actual results and developments to differ materially from

those expressed or implied by these forward-looking statements.