5th Planet Games A/S — Share Issue/Capital Change 2021

Nov 11, 2021

Announcement no. 31/2021 Copenhagen, November 11, 2021

5th Planet Games A/S – Approval and publication of prospectus for the issue of shares to Skybound

COPENHAGEN, November 11th, 2021

As previously announced, 5th Planet Games A/S ("FIVEPG" or the "Company") has entered into an investment agreement (the "Investment Agreement") with Skybound Game Studios Inc. ("Skybound Games") pursuant to which Skybound Games will make an aggregate cash investment in the Company by subscribing over a period of approximately two years for an aggregate amount of 151,744,355 New Shares at a price of NOK 0.60968 per Share equivalent to a total investment of NOK 92,515,500. In addition, Skybound Games has been granted a right to subscribe for up to 31,103,882 Milestone Warrants and 2,200,000 Indemnification Warrants.

On 7 September 2021, the General Meeting of FIVEPG authorized FIVEPG's board of directors to issue up to 22,621,005 warrants (the "Warrant Pool"), each warrant entitling the holder to subscribe for one Share of nominal DKK 0.05, to the Company's and its subsidiaries' employees, members of the board of directors, advisors, and other stakeholders.

In relation to the above, FIVEPG has prepared a prospectus (the "Prospectus") that relates to the admission of up to 207,669,242 new shares each with a nominal value of DKK 0.05 in FIVEPG to trading and listing on the Euronext Oslo Expand Market.

The Financial Supervisory Authority of Denmark has approved the Prospectus in connection with the issue of shares as set out above. The prospectus has been passported to Norway and will, subject to applicable local securities laws, be made available at www.5thplanetgames.com and www.norne.no today.

Further information about the Investment Agreement and the Warrant Pool is included in the Prospectus. The Prospectus does not include an offer to subscribe for shares and is solely for the purpose of having the abovementioned shares issued and admitted to trading and listing on Euronext Oslo Expand.

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THIS ANNOUNCEMENT IS NOT FOR PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES (INCLUDING ITS TERRITORIES ANDPOSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF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 5th Planet Games

5th Planet Games is a games developer and publisher located in Copenhagen. 5th Planet Games works with IP-driven content such as the Adventures of Tintin and with premium sports brands such as Cristiano Ronaldo, Peter Snakebite Wright and Nyjah Huston; it also has its own IP in Hugo. Following a recent investment agreement 5th Planet Games is now working in partnership with LA-based Skybound Entertainment which will give access to IP such as The Walking Dead, Before your Eyes and Invincible.