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5th Planet Games A/S Capital/Financing Update 2016

Jun 23, 2016

8162_iss_2016-06-23_e5ccc1ea-eb26-4e4e-ab25-e84e95cca037.html

Capital/Financing Update

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Approved prospectus and start of subscription period 27 June 2016. NO.33-2016

Approved prospectus and start of subscription period 27 June 2016. NO.33-2016

Approved prospectus and start of subscription period 27 June

2016

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN

OR INTO THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH

THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

Copenhagen, June 23, 2016 - Hugo Games A/S (OAX: HUGO) a

mobile interactive entertainment developer and publisher of

mobile games is pleased to announce that The Financial

Supervisory Authority of Denmark has approved the prospectus

in connection with the rights issue in Hugo Games A/S, the

terms and conditions for which were announced on 21 June

2016. The prospectus has been passported to Norway and will

be made available at www.hugogames.com and www.norne.no

today.

The prospectus outlines details on the fully underwritten

NOK 30 million Rights Issue of 20,000,000 new shares (the

"Offer Shares") at a subscription price of NOK 1.50 per

Offer Share.

Shareholders registered in the Company's shareholder

register with the Norwegian Central Securities Depository

(VPS) as of the expiry of 24 June 2016 (the "Record Date")

(the "Existing Shareholders") will be granted transferable

subscription rights (the "Subscription Rights") that,

subject to applicable law, provide preferential rights to

subscribe for and be allocated Offer Shares in the Rights

Issue

Each Existing Shareholder will be granted 0,7913224220

Subscription Rights for every 1 share in the Company

registered as held by such Existing Shareholder as of the

expiry of the Record Date. One Subscription Right will give

the right to subscribe for and be allocated one Offer Share

The closing price of Hugo Games before the transaction was

announced 21 June 2016 was NOK 2.69. The theoretical ex-

rights price which takes into account the implicit dilution

of the transaction was NOK 2.16, implying a discount to the

Subscription Price of 31%. As such, the subscription rights

are expected to have an economical value.

Subscription Rights transferred to shareholders registered

in the VPS will be fully tradable and listed on Oslo Axess

with ticker code "HUGO T" and registered in VPS with ISIN

DK0060739050.

The subscription period will commence at 27 June 09:00 hours

CEST and end on 11 July 2016 at 16:30 hours (CEST), (the

"Subscription Period")

The Subscription Rights will be listed and tradable on the

Oslo Stock Exchange under the ticker "HUGO T" from 09:00

hours (CEST) on 27 June 2016 until 16:30 hours (CEST) on 7

July 2016

Existing Shareholders who do not use their Subscription

Rights will experience a dilution of their shareholding in

the Company

Over-subscription and subscription without Subscription

Rights will be permitted

Subscription Rights that are not used to subscribe for Offer

Shares by the expiry of the Subscription Period or that are

not sold before 16:30 hours (CEST) on 7 July 2016 will have

no value and lapse without compensation to the holder

Offer Shares may be subscribed by investors who are not

resident in a jurisdiction where such offering would be

unlawful, or for jurisdictions other than Norway or Denmark

which would require any filing, registration or similar

action. Regarding further restrictions in respect of who may

be allocated or permitted to acquire or exercise

Subscription Rights/subscribe for Offer Shares, reference is

made to the Prospectus.

Expected allocation of shares is expected to take place on

or about 13 July 2016 with expected payment on or about 15

July 2016 and delivery and listing of the new shares on or

about 22 July 2016

The Rights Issue is fully underwritten with NOK 30 million,

out of which primary insiders have underwritten a total of

approx. NOK 16.9 million, including:

- Henrik Kølle (CEO) - NOK 12,500,000

- Bertel Maigaard (Chairman) - NOK 4,000,000

- Peter Ekman (CFO) - NOK 250,000

- Søren K Jensen (COO) - NOK 125,000

The proceeds from the rights issue will be used to secure

capital for the execution of the company's three-fold

strategy, including expansion of its portfolio and marketing

activities as well as its organization.

Norne Securities AS is manager and DELACOUR

Advokatpartnerselskab is legal advisory for the transaction.

Other information

In connection with the Rights Issue, Hugo Games would like

to invite to presentation at the following places:

28 June 2016 - Copenhagen at 17:30 CEST

Charlottehaven

Hjørringgade 10

2100 Copenhagen,

Copenhagen, Denmark

30 June 2016 - Oslo at 12:00 CEST

Offices of Norne Securities AS

Haakon VIIs gate 9

0161 Oslo, Norway

Please note your attendance to [email protected] or see Hugo

Games website: www.hugogames.com for more information and

registration.

Copenhagen, 23 June 2016

Hugo Games A/S

Henrik Kølle

CEO

+45 4028 5054

This information is subject of the disclosure requirements

pursuant to section 5-12 of the Norwegian Securities Trading

Act.

THIS ANNOUNCEMENT IS NOT FOR PUBLICATION OR DISTRIBUTION,

DIRECTLY OR INDIRECTLY, IN THE UNITED STATES (INCLUDING ITS

TERRITORIES ANDPOSSESSIONS, ANY STATE OF THE UNITED STATES

AND THE DISTRICT OF COLUMBIA). THIS ANNOUNCEMENT DOES NOT

CONSTITUTE OR FORM PART OF ANY OFFER OR SOLICITATION TO

PURCHASE OR SUBSCRIBE FOR SECURITIES IN THE UNITED STATES.

SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES

ABSENT REGISTRATION OR AN EXEMPTION FROM REGISTRATION. THE

SECURITIES REFERRED TO HEREIN HAVE NOT BEEN AND WILL NOT BE

REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED

(THE "U.S. SECURITIES ACT"), OR WITH ANY SECURITIES

REGULATORY AUTHORITY OF ANY STATE OR OTHER JURISDICTION OF

THE UNITED STATES, AND MAY NOT BE OFFERED OR SOLD IN THE

UNITED STATES OR TO, OR FOR THE ACCOUNT OF, U.S. PERSONS (AS

SUCH TERM IS DEFINED IN REGULATION S UNDER THE U.S.

SECURITIES ACT), EXCEPT PURSUANT TO AN EFFECTIVE

REGISTRATION STATEMENT UNDER, OR AN EXEMPTION FROM THE

REGISTRATION REQUIREMENTS OF, THE U.S. SECURITIES ACT. ALL

OFFERS AND SALES OUTSIDE THE UNITED STATES WILL BE MADE IN

RELIANCE ON REGULATION S

UNDER THE U.S. SECURITIES ACT. NO PUBLIC OFFERING OF

SECURITIES IS BEING MADE IN THE UNITED STATES.

About Hugo Games

Hugo Games is a Nordic mobile games publisher and developer

located in Copenhagen. At Hugo Games we are passionate about

games and we are committed to making titles that will engage

and bring genuine joy to people for years. We have a

consistent portfolio of games globally available across a

wide range of platforms including iOS, Android, Windows,

Amazon and Facebook.

More information available at www.hugogames.com