Norse Atlantic ASA

Share Issue/Capital Change • Jan 24, 2024

Norse Atlantic ASA: Preliminary results of the subsequent offering

Norse Atlantic ASA: Preliminary results of the subsequent offering

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.

Arendal, 24 January 2024: Reference is made to the stock exchange announcement

published by Norse Atlantic ASA (the "Company") on 11 January 2024 regarding the

approval and publication of a prospectus and the launch of the subsequent

offering (the "Subsequent Offering") of up to 9,100,000 new shares in the

Company (the "Offer Shares") at a subscription price of NOK 11 per share.

The subscription period for the Subsequent Offering expired today, 24 January

2024, at 16.30 CET. The Company has been informed by the Managers (as defined

below) that at the end of the subscription period, and based on a preliminary

count, subscriptions had been received for a total of 6,312,261 Offer Shares.

The final allocation of the Offer Shares is expected to be resolved by the

Company's board on or about 25 January 2024 in accordance with the allocation

criteria set out in the prospectus dated 11 January 2024. The final results of

the Subsequent Offering will be published shortly thereafter in a separate

announcement.

Notifications of allocated Offer Shares in the Subsequent Offering and the

corresponding subscription amount to be paid by each subscriber will be

distributed by the Managers on or about 25 January 2024.

The due date for payment of the Offer Shares is on or about 29 January 2024.

Subject to due payment of the Offer Shares by the subscribers, the share capital

increase relating to the Subsequent Offering is expected to be registered with

the Norwegian Register of Business Enterprises on or around 2 February 2024 and

the Offer Shares will thereafter be delivered to the VPS accounts of the

subscribers to whom they are allocated, expected on or about 5 February 2024.

First day of trading of the Offer Shares on Euronext Expand is expected on or

about 5 February 2024. A separate announcement will be made when the share

capital increase has been registered.

Pareto Securities AS and SpareBank 1 Markets AS are acting as managers for the

Subsequent Offering (the "Managers"). Wikborg Rein Advokatfirma AS is acting as

legal advisor to the Company.

For further information, please contact:

Investors: CFO, Anders Jomaas, Anders.Jomaas@flynorse.com

Media: SVP Communications, Philip Allport, philip.allport@flynorse.com

About Norse

Norse Atlantic Airways is an 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 Boeing 787 Dreamliners that serve destinations

including New York, Los Angeles, Orlando, Boston, Washington, Boston, Jamaica,

Barbados, Bangkok, Miami, 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 Member State.