Canopy Holdings AS - Final results of 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.

Reference is made to the stock exchange release published by Canopy Holdings AS ("Canopy" or the "Company") on 16 May 2023 regarding the commencement of the subscription period in the subsequent repair offering, consisting of an offering of up to 15,000,000 new shares in the Company (the "Offer Shares") at a subscription price of NOK 0.40 per share, raising gross proceeds of up to NOK 6,000,000 (the "Subsequent Offering").

The subscription period in the Subsequent Offering expired on Friday, 26 May 2023, at 16:30 hours (CEST) and the final counting shows that the Company received subscriptions for a total of 7,060,969 Offer Shares during the subscription period.

The allocation of the Offer Shares in the Subsequent Offering has now been completed by the Company's board of directors, on basis of the allocation criteria resolved by the extraordinary general meeting of the Company on 3 May 2023 in connection with the approval of the Subsequent Offering and taking into account the principles communicated by the Company in the stock exchange releases published on 16 May 2023 and 26 May 2023 emphasizing the intention of the Subsequent Offering being to give Eligible Shareholders (as defined in the documentation related to the Subsequent Offering) the opportunity to maintain their pro rata ownership in the Company.

The board of directors of the Company has allocated a total of 7,007,086 Offer Shares in the Subsequent Offering having been subscribed for by Eligible Shareholders on basis of the communicated allocation principles. A total of 53,883 Offer Shares having been subscribed for by subscribers not being Eligible Shareholders or by Eligible Shareholders outside of the allocation principles have not been allocated by the board of directors.

Notifications of allocated Offer Shares and the corresponding subscription amount to be paid by each subscriber are expected to be distributed on or about, 31 May 2023. Payment for the allocated Offer Shares falls due on 1 June 2023 in accordance with the payment procedures described in the Prospectus.

The Offer Shares may not be transferred or traded before all Offer Shares have been fully paid for and the share capital increase pertaining to the Subsequent Offering has been registered with the Norwegian Register of Business Enterprises (Nw. Foretaksregisteret). Subject to timely payment of the entire subscription amount in the Subsequent Offering, the Company expects that the said share capital increase will be registered with the Norwegian Register of Business Enterprises on or about 5 June 2023. Under the same conditions, allocated Offer Shares are expected to be delivered to subscribing Eligible Shareholders on or about 5 June 2023 through the facilities of Euronext Securities Oslo (VPS).

Advisors

Arctic Securities AS is acting as sole Manager in the Subsequent Offering. Advokatfirmaet Simonsen Vogt Wiig AS is acting as Norwegian legal counsel to the Company.