GOGL – Prospectus approved for listing of shares in Private Placement on Oslo Børs, and offer and listing of shares in Subsequent Offering

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN, 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.

14 April 2021, Hamilton, Bermuda

Reference is made to the announcement on 17 February 2021 by Golden Ocean Group Limited (the "Company”) regarding the completed private placement raising gross proceeds of approximately USD 338 million (approx. NOK 2,873 million) by issuance of 54,207,547 new shares in the Company at a subscription price of NOK 53.00 per share (the "Private Placement"), and the contemplated subsequent offering to eligible shareholders of up to 2,710,377 new shares raising gross proceeds of up to approximately NOK 143.6 million (the "Subsequent Offering").

A prospectus covering (i) the listing on Oslo Børs of the 54,207,547 shares issued in the Private Placement (the "Private Placement Shares") and (ii) the offer and listing on Oslo Børs of any new shares issued in the Subsequent Offering has today been approved by the Financial Supervisory Authority of Norway (the "Prospectus").

Subject to certain limitations in applicable local securities law, the Prospectus, together with the subscription form for the Subsequent Offering, will be made available at the following websites before commencement of the subscription period in the Subsequent Offering at  09:00 hours (CEST) on 15 April 2021, https://goldenocean.bm/prospectus, https://www.arctic.com/secno/en/offerings and https://www.dnb.no/emisjoner. Printed versions of the Prospectus, including the subscription form, may also be obtained by contacting Arctic Securities AS and DNB Markets, a part of DNB Bank ASA (the "Managers") or the Company.

The Subscription Period in the Subsequent Offering commences at 09:00 hours (CEST) on 15 April 2021 and expires on 26 April 2021 at 16:30 hours (CEST). The Offer Shares will only be offered and sold outside the United States in reliance on Regulation S under the U.S. Securities Act. The Subsequent Offering is directed towards eligible shareholders, being holders of beneficial interests for shares in the Company ("Shares") as of the end of 17 February 2021, as registered in the Norwegian Central Securities Depository (the VPS) on the Record Date (19 February 2021) who (i) were not allocated Shares in the Private Placement and (ii) 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 ("Eligible Shareholders"). Eligible Shareholders will, based on their registered holding of Shares in the VPS at the end of the record date, be granted non-transferable subscription rights which, subject to applicable laws, give the right to subscribe for and be allocated offer shares in the Subsequent Offering. Oversubscription in the Subsequent Offering by Eligible Shareholders will be permitted. Subscription without subscription rights will not be allowed.