Nordic Mining ASA — Share Issue/Capital Change 2021

Feb 24, 2021

Nordic Mining ASA: Private Placement of NOK 80 million successfully completed

Nordic Mining ASA: Private Placement of NOK 80 million successfully completed

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.

Reference is made to the stock exchange release from Nordic Mining ASA ("Nordic

Mining" or the "Company") published earlier today regarding the contemplated

Private Placement.

The Company is pleased to announce that it has raised NOK 80 million in gross

proceeds through the Private Placement of 32,000,000 new shares (the "New

Shares"), at a subscription price per share of NOK 2.50.The subscription price

represents a discount of 15% to today's closing share price. The transaction was

significantly oversubscribed. The Private Placement took place through an

accelerated bookbuilding process managed by Clarkson Platou Securities AS and

Sparebank 1 Markets AS as joint lead managers (together the "Managers") after

close of markets on 24 February 2021.

Use of proceeds and procedure

The proceeds from the Private Placement of NOK 80 million will primarily be used

towards participation in the Keliber EUR 40 million equity raise announced in a

press release from Keliber on 23 February, as described in Nordic Mining's stock

exchange release yesterday, in which leading international mining company

Sibanye-Stillwater will invest up to EUR 30 million for approximately 30%

shareholding in Keliber, and existing shareholders will be offered to subscribe

for shares for up to EUR 10 million on the same terms as Sibanye-Stillwater. The

remaining proceeds will be used towards securing financing for the Engebø

project, and preparing for execution, development of NORA's (a subsidiary of

Nordic Mining) position within the seabed minerals resources area, and general

corporate purposes and business development.

The new shares to be issued in connection with the Private Placement will be

issued based on a Board authorization granted by the Company's general meeting

held 14 May 2020. Allocated shares are expected to be settled on or around 1

March 2021 through a delivery versus payment transaction on a regular t+2 basis.

However, the new shares will not be tradable before the new capital is

registered by the Norwegian Register of Business Enterprises, expected on or

about 26 February 2020, based on a pre-payment agreement with the Managers.

Following registration of the new share capital pertaining to the Private

Placement, the Company will have a share capital of NOK 137,695,063.20 divided

into 229,491,772 shares, each with a par value of NOK 0.60.

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 is considered necessary in the interest of time

and successful completion. Taking into consideration the time, costs and

expected terms of alternative methods of the securing the necessary funding, as

well as the proposed subsequent offering (as described below), the Board of

Directors has concluded that the completion of the Private Placement is in the

common interest of the shareholders of the Company.

Subsequent Offering

The Board of Directors of the Company has resolved to carry out a subsequent

offering of up to 7,000,000 new shares directed towards existing shareholders in

the Company as of the end of trading today, 24 February 2021 (and as registered

in the VPS as of the end of 26 February 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 the Subsequent Offering will be equal to

the subscription price in the Private Placement. Launch of the Subsequent

Offering is conditioned on (i) the prevailing market price of the Company's

shares, (ii) the relevant corporate resolutions being passed by the Company's

Board of directors and (iii) approval of a prospectus by the Financial

Supervisory Authority of Norway.

The Company is in the process of preparing a prospectus which will be filed with

the Financial Supervisory Authority of Norway. The subscription period in the

Subsequent Offering is expected to commence following publication of the

Offering Prospectus, estimated in end of March 2021.

Further information about the Subsequent Offering will be given in a future

stock exchange notice.

For further information, please contact CFO Christian Gjerde, telephone +47

Oslo, 24 February 2021

Nordic Mining ASA

Nordic Mining ASA (www.nordicmining.com)

Nordic Mining ASA ("Nordic Mining" or the "Company") is a resource company with

focus on high-end industrial minerals and metals. The Company's project

portfolio is of high international standard and holds significant economic

potential. The Company's assets are in the Nordic region.

Nordic Mining is undertaking a large-scale project development at Engebø on the

west coast of Norway where the Company has rights and permits to a substantial

eclogite deposit with rutile and garnet. Nordic Mining also holds 16.3% of the

shares in Keliber Oy, which is developing a lithium project in Finland to become

the first European producer of battery grade lithium hydroxide.

In addition, Nordic Mining holds interests in other initiatives at various

stages of development. This includes patented rights for a new technology for

production of alumina and exploration of seabed minerals.

Nordic Mining is listed on Euronext Expand Oslo with ticker symbol "NOM".