Flyr AS — Share Issue/Capital Change 2022

Nov 9, 2022

Flyr AS: Status of bookbuilding

Flyr AS: Status of bookbuilding

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

INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, HONG KONG, 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.

Reference is made to the stock exchange announcement published by Flyr AS

("Flyr" or the "Company") on 9 November 2022 regarding the updated terms of the

contemplated capital raise to potentially raise gross proceeds of up to NOK 700

million through issuance of up to 70,000,000,000 new shares at a subscription

price of NOK 0.01 per share (the "Offer Price"), comprising of the following

elements:

i. A contemplated private placement of new ordinary shares in the Company (the

"New Shares"), raising gross proceeds of NOK 250 million (the "Private

Placement")

ii. A subsequent offering of new ordinary shares in the Company towards existing

shareholders unable to participate in the Private Placement raising gross

proceeds of up to NOK 100 million (the "Subsequent Offering")

iii. An allocation of one subscription right for each new share allocated to

investors participating in the Private Placement that can be exercised partially

or fully on 31 January 2023, 28 February 2023, or 31 March 2023, raising gross

proceeds of up to NOK 250 million

iv. An allocation of one subscription right for each new share allocated to

investors participating in the Subsequent Offering that can be exercised on 31

March 2023, raising gross proceeds of up to NOK 100 million (the subscription

rights in item iii) and iv) together referred to as the "Subscription Rights").

The Company has been informed that the managers have received orders such that

the Private Placement is oversubscribed.

Advisors

Arctic Securities AS, Carnegie AS and SpareBank 1 Markets AS act as Joint

Bookrunners in the Private Placement.

For further information, please contact:

Brede Huser, Chief Financial Officer

Phone: +47 99 16 99 74

Email: brede.huser@flyr.com

About Flyr

Flyr is a Norwegian based low-cost carrier with a demand driven business model

and a primary focus on the Norwegian market. The company targets a modern,

digital, and efficient setup to ensure high operational efficiency through

simplicity, optimized resource utilization and smart use of technology. Flyr AS

is listed at Euronext Growth under the ticker FLYR.

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

Market Abuse Regulation.  This stock exchange release was published by Brede

Huser, Chief Financial Officer on the time and date provided.

Important information

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

or indirectly, in or into Australia, Canada, Japan Hong Kong 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 to the disclosure

requirements of 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 any 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

potential Private Placement in the Company, 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.