Norse Atlantic ASA

Prospectus • Apr 12, 2023

Norse Atlantic ASA: Correction: Launch of Subsequent Offering and publication of prospectus

Norse Atlantic ASA: Correction: Launch of Subsequent Offering and publication of prospectus

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR

INTO, THE UNITED STATES OF AMERICA, AUSTRALIA, NEW ZEALAND, CANADA, THE HONG

KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA OR JAPAN OR

ANY OTHER JURISDICTION WHERE SUCH PUBLICATION, DISTRIBUTION OR RELEASE WOULD BE

UNLAWFUL OR REQUIRE REGISTRATION OR ANY OTHER MEASURES.

Arendal, 12 April 2023: Reference is made to the stock exchange announcement

published by Norse Atlantic ASA (the "Company") on 11 April 2023 regarding the

launch of a subsequent offering of shares (the "Subsequent Offering") and

publication of a prospectus for the Subsequent Offering (the "Prospectus").

The Company has noted a technical error in the Prospectus relating to the number

of Subscription Rights each Eligible Shareholder will receive in the Subsequent

Offering. Each Eligible Shareholder will be granted 1.85 Subscription Rights per

1 (one) share held in the Company, based on their shareholding in the Company as

of the Record Date (28 November 2022), rounded down to the nearest whole right

without compensation to the holder.

As a consequence, the Subscription Period in the Subsequent Offering is expected

to start and end a day later than previously announced; the new expected start

is at 9:00 on 13 April 2023 and expected end at 16:30 on 20 April. A prospectus

supplement reflecting the changes is expected to be approved and published on or

around 12 April 2023.

Advisors:

Pareto Securities AS and SpareBank 1 Markets AS are acting as joint global

coordinators and joint bookrunners in the Subsequent Offering (together, the

"Managers"). Wikborg Rein Advokatfirma AS is acting as legal advisor to the

Company.

For further information, please contact:

Ben Boiling, Chief Financial Officer

Phone: +47 912 40 945

Email: ben.boiling@flynorse.com

About Norse:

Norse Atlantic Airways is a new airline that offers affordable fares on long

-haul flights, primarily between Europe and the United States. The company was

founded by CEO and major shareholder Bjørn Tore Larsen in March 2021. Norse has

a fleet of 15 modern, fuel-efficient and more environmentally friendly Boeing

787 Dreamliners that serve destinations including New York, Los Angeles, Fort

Lauderdale, Orlando, Oslo, London, Berlin, Rome and Paris. The Company's first

flight took off from Oslo to New York on June 14, 2022.

This information is subject to the disclosure requirements pursuant to Section 5

-12 the Norwegian Securities Trading Act.

Important information:

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 "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 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 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.

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.

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 "believe", "expect", "anticipate",

"strategy", "intends", "estimate", "will", "may", "continue", "should" 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 believe 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 their 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. The Company does not make any

guarantee 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 announcement.

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.

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.

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.

This announcement is an advertisement and is not a prospectus for the purposes

of the Prospectus Regulation as implemented in any Memb