5th Planet Games A/S — Share Issue/Capital Change 2016

Jun 21, 2016

Rights Issue Resolved. NO. 28-2016

Rights Issue Resolved. NO. 28-2016

Rights issue resolved

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.

On 21 June 2016, the Board of Directors of Hugo Games A/S

resolved to conduct a fully underwritten rights issue of NOK

30 million, based on an authorization from the extraordinary

general meeting on 20 June 2016.

The key terms for the Rights Issue are set out below:

- The share capital of the Company will be increased by an

issue of a 20,000,000 new shares (the "Offer Shares") at a

nominal value of DKK 0.50

- 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 subscription price is NOK 1.50 per Offer Share

- Based on the closing price of Hugo Games' share on 21 June

2016 of NOK 2.69, the subscription price implies a discount

of approximately 31% compared with the theoretical share

price exclusive of the subscription right. As such, the

subscription rights are expected to have an economical

value.

- The Rights Issue will result in gross proceeds to the

Company of NOK 30 million

- Provided that the delivery of traded shares is made with

ordinary T+2 settlement in the VPS, shares in the Company

acquired on or before 22 June 2016 give the right to receive

Subscription Rights, whereas shares that are acquired from

and including 23 June 2016 will not give the right to

receive Subscription Rights

- The prospectus in relation to the transaction will be

published prior to start of the subscription period

- 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"), subject to a possible extension

- 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

- 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.

Further details of the terms of the Rights Issue are

included in the prospectus, expected to be published on 24

June 2016. Information related to the Rights Issue will also

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

Norne Securities AS is manager and DELACOUR

Advokatpartnerselskab is legal advisory for the transaction.

Copenhagen, 21 June 2016

Hugo Games A/S

Henrik Kølle

CEO

hek@hugogames.com

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