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Focus Entertainment Capital/Financing Update 2017

Dec 5, 2017

1338_iss_2017-12-05_8c6bd815-ffc8-4748-a87b-385de64958e9.pdf

Capital/Financing Update

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DO NOT DISTRIBUTE IN THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN

Press release Paris, 5 December 2017

FOCUS HOME INTERACTIVE

Focus Home Interactive announces the launch of a private placement

FOCUS HOME INTERACTIVE (FR0012419307 ALFOC) (the "Company"), today announced the launch of a capital increase via the issue of new ordinary shares, without preferential subscription rights, to qualified investors in accordance with the 11th resolution approved by the Combined Ordinary and Extraordinary Shareholders' Meeting held on 29 June 2017. The estimated amount of the transaction is approximately €11 million, or approximately 8.4% of the Company's share capital. This indicative amount may be increased to approximately €12.5 million, or approximately 9.7% of the share capital, in the event the Extension Clause is exercised in full. The new shares will be subject to a request for admission to trading on the Euronext Growth market via Euronext Paris.

The funds will be raised in accordance with Article L. 411-2 II of the Monetary and Financial Code (the "Private Placement") from qualified domestic and international investors, notably excluding the United States, Canada, Australia and Japan. These funds will allow the Company to strengthen the visibility of its catalogue by developing new partnerships with leading European and international studios in order to work on even more ambitious projects. New high-potential games in development and scheduled for release as early as 2019 will also benefit from the funds raised, thereby enhancing the brand recognition and appeal of the Company.

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The placement will be performed via an accelerated book building, after which the number and price of the new shares to be issued will be determined. The accelerated book building will begin immediately and should be completed before market opening on 6 December 2017, subject to any anticipated closing or prorogation. The Company shall announce the result of the transaction in a press release as soon as possible after the closing of the order book.

According to the terms of the 11th resolution of the Combined Ordinary and Extraordinary Shareholders' Meeting held on 29 June 2017, the issue price of the new shares will be at least equal to the weighted average price of the Company's share on the Euronext Growth market in Paris in the last five trading sessions prior to setting the issue price. This price may be reduced by a maximum discount of 10%. The maximum number of new shares to be issued in the context of this transaction will be 400,000, or approximately 8.4% of the Company's share capital. This figure may be increased to 460,000, or approximately 9.7% of the share capital, in the event the Extension Clause is exercised in full. It may not surpass the 20% limit set forth in Article L. 225- 136 of the French Commercial Code.

Cédric Lagarrigue, Chairman of the FOCUS HOME INTERACTIVE Management Board, said: "The funds raised through this issue should allow FOCUS to plan a new phase in its development and to strengthen its strategy for supporting leading studios."

The new shares will bear current dividend rights and will be admitted for trading on the Euronext Growth market in Paris, under ISIN code FR0012419307 - ALFOC.

Midcap Partners will act as Lead Arranger and Bookrunner for this transaction.

In accordance with the provisions of Article 211-3 of the General Regulation of the Autorité des Marchés Financiers (French Financial Market Authority), the Company's offer of shares in the context of this private placement does not give rise to an obligation to issue a prospectus approved by the Autorité des Marchés Financiers. Detailed information about the Company, particularly as regards to its business, results and related risk factors, is described in the annual financial report for the fiscal year ended 31 December 2016. This document is available, together with other regulated information and all of the Company's press releases, on its website (www.focus-home.com).

About Focus Home Interactive

FOCUS HOME INTERACTIVE is France's third-largest publisher of video games. Its mission is to support development studios in overseeing the production, marketing, sales and financing of their projects. The publisher of successful original titles such as Blood Bowl, Tour de France, Wargame and Farming Simulator, the Group generated revenue of €75.6 million in 2016, an increase of 9.3%. FOCUS HOME INTERACTIVE generates more than 85% of its sales internationally.

All financial information pertaining to FOCUS HOME INTERACTIVE can be found on www.focus-home.com

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FOCUS HOME INTERACTIVE Deborah Bellangé Tel: + 33 (0) 1 55 26 85 00 email: [email protected]

Investor Relations – Actifin Benjamin Lehari Tel.: + 33 (0) 1 56 88 11 25 email: [email protected]

Press Relations – Actifin Jennifer Jullia email: [email protected]

Disclaimer

Securities may only be offered for sale or sold in the United States following registration under the terms of the U.S. Securities Act de 1933, as amended ("US Securities Act"), or within the framework of an exemption from registration. The Company's securities covered by this press release have not been and will not be registered under the U.S. Securities Act, and the Company does not intend to issue a public offering of the securities which are the subject of this press release in the United States.

This press release is for information purposes only. This press release does not constitute and may not be considered as a public offer, a subscription offer or a solicitation of public interest for a public offering of financial securities.

In accordance with Article 211-3 of the General Regulation of the Autorité des Marchés Financiers, it is recalled that:

  • the offer does not require a prospectus to be submitted for approval to the Autorité des Marchés Financiers;
  • persons or entities referred to in Point 2°, Section II of Article L. 411-2 of the French Monetary and Financial Code may take part in the offer solely for their own account, as provided for in Articles D. 411-1, D. 411-2, D. 734-1, D. 744-1, D. 754-1 and D. 764-1 of the French Monetary and Financial Code;
  • the financial instruments thus acquired cannot be distributed directly or indirectly to the public otherwise than in accordance with Articles L. 411-1, L. 411-2, L. 412-1 and L. 621- 8 to L. 621-8-3 of the French Monetary and Financial Code.

The communication of this press release in certain countries may constitute a violation of local laws and regulations. The information contained in this press release does not constitute an offer of securities in France, the United States, Canada, Australia, Japan, or in any other country. This document may not be published, transmitted or distributed either directly or indirectly in the United States, Canada, Australia or Japan. This document does not constitute an offer to sell shares of FOCUS HOME INTERACTIVE in the United States.