Capital/Financing Update • Oct 30, 2023
Capital/Financing Update
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We are pleased to confirm the results of the Global InterConnection Group Public Warrants early exercise window, so as to be eligible for Reward Shares, which closed on 27 October 2023 at 17:40 CEST. A total of 78,167 Global InterConnection Group Public Warrants were validly exercised at £7.00 per Ordinary Share. The Company welcomes this exercise; and extends its thanks to those Shareholders who have continued to support our development.
Those Warrant Holders that took advantage of the early exercise window have received one GIG Ordinary Share, listed on Euronext Amsterdam; as well as receiving 2056 GreenBonds, listed on the TISE. In addition, they will shortly receive an additional 1 GIG Ordinary Share per 20 GIG Warrants validly exercised (the "Reward Shares").
As previously notified, GIG continues to advance negotiations with several interconnector asset owners to explore the possibility of GIG acquiring their assets, for both cash and the issuance of Shares. If one or more of these negotiations materialise into a transaction, it would mark a key step in GIG's strategy to build a portfolio of interconnectors, and GIG believes this would materially increase the value and market acceptance of GIG; and thus the GIG Public Warrants.
Potentially value-accretive negotiations include, moreover, Advanced Cables' recently signed MOU with a leading cable manufacturer (see press release 65e052c8-24ec-4eaf-a82e-9042e495386d (globenewswire.com)). The parties have progressed to phase 2, in line with the sequence and conditions set out in their MOU, for the construction of HVDC manufacturing facilities in the North East of England.
GIG have also signed an exclusivity agreement with a market leading grid operator to negotiate a partnership to support Atlantic SuperConnection, with a view to a potentially very substantial investment into GIG.
Discussions with Iceland continue in a positive vein.
As previously notified, the Public Warrant Exercise date has been extended to 6 December 2023, in accordance with the Press Release dated 11 October 2023. This is replicated below, with the exception of the section on Reward Shares; and the Appendix also details the Instructions for Exercise. We have updated the section on the opportunity to receive 2056 GreenBonds, listed on the TISE, as full consideration for the cash exercise of Warrants.

GIG Public Warrant Holders should read this press release in its entirety. In addition, GIG Public Warrant Holders should read the section "Risk Factors" of the press release published by GIG on 11 July 2023 (ab7cde6e-4b38-44ee-acd3-00fc01795c74 (globenewswire.com)), which should be carefully considered by the GIG Public Warrant Holders.
Capitalised terms not otherwise defined in this press release have the meanings ascribed to them in the shareholder circular published by the Company on 20 April 2023, as updated, in respect of its proposed business combination with Global InterConnection Group SA.
In the meantime, the Warrant Exercise date is being extended to 6 December 2023, due to potential material developments in train. These developments, were they to be finalised, could be material to the Company's value and prospects. Therefore, those persons who are involved in the negotiations cannot exercise their holdings of Warrants at the present time.
The below explanation and instructions for Exercise and Redemption (as defined below) are contained in the press release published by GIG on 11 July 2023 (ab7cde6e-4b38-44ee-acd3-00fc01795c74 (globenewswire.com)) and updated to reflect the extended Exercise Period. GIG will redeem any remaining outstanding GIG Public Warrants, i.e. the GIG Public Warrants that are not exercised for cash under the Exercise, in accordance with section 6.1 of the New Warrant T&Cs (https://globalinterconnectiongroup.com/wp-content/uploads/2023/05/Appendix-3-New-Warrant-TCs.pdf).
Certain Public Warrant holders had enquired as to whether they can receive 2056 GreenBonds, listed on the TISE, as full consideration for the cash exercise of their Warrants; as opposed to receiving GIG Shares plus £5.00 of 2056 GreenBonds.
The Company has continued to discuss this on a bilateral basis with certain holders of Public Warrants. It is prepared to offer £12.00 of 2056 GreenBonds for each Public Warrant exercised. Potentially interested parties are invited to contact Van Lanschot Kempen N.V. by email [email protected] for a tailored Exercise Notice.
GIG Public Warrant Holders may exercise their GIG Public Warrants against payment in cash of £7.00 up to and including 6 December 2023 at 17:40 CET, which time will constitute the "Expiration of Public Warrants" within the meaning of the New Warrant T&Cs (the "Exercise").
If a GIG Public Warrant Holder validly exercises its GIG Public Warrants in the Exercise, such GIG Public Warrant Holder will receive in exchange for each whole GIG Public Warrant validly exercised, one GIG Ordinary Share, as well as receiving 2056 GreenBonds at the par value of £5.00.
As the 2056 GreenBonds have a par value of £100.00, and no fractions of 2056 GreenBonds will be allotted and issued, 2056 GreenBonds will only be allotted and issued for multiples of 20 GIG Public Warrants validly exercised by a GIG Public Warrant Holder (therefore one 2056 GreenBond will be allotted and issued for every 20 GIG Public Warrants validly exercised by a GIG Public Warrant Holder). For any GIG Public Warrant validly exercised by a GIG Public Warrant Holder in excess of a multiple of 20 but not reaching the subsequent multiple of 20, one GIG Ordinary Share will be allotted and issued, but no 2056 GreenBonds will be allotted and issued in respect of any such excess exercised GIG Public Warrants. GIG Public Warrant Holders may sell any such excess GIG Public Warrants or acquire additional GIG Public Warrants on Euronext Amsterdam until close of trading on 6 December 2023 to be able to exercise a multiple of 20 GIG Public Warrants.
For example, if a certain GIG Public Warrant Holder validly exercises a total of 110 GIG Public Warrants, such GIG Public Warrant Holder will receive 110 GIG Ordinary Shares and five 2056 GreenBonds (the number of 2056 GreenBonds based on 110, rounded downwards to the nearest multiple of 20, i.e. 100, and then allotted and issued in a 1:20 ratio).
The settlement of the Exercise by issuance of new GIG Ordinary Shares and 2056 GreenBonds is expected to take place on or around 19 December 2023.
If you wish to participate in the Exercise, you must make this known to your bank and broker. In order for GIG Public Warrants to be validly exercised, NO LATER THAN 17:40 CET ON 6 DECEMBER 2023:

Warrants for the GIG Ordinary Shares and 2056 GreenBonds, and the issuance of such GIG Ordinary Shares and 2056 GreenBonds; and
(iii) a "Warrant Holder Representation Letter" in the form set forth in Appendix 1 of this press release, duly completed and executed by the relevant GIG Public Warrant Holder, must be delivered to VLK at the following email address: [email protected].
GIG Public Warrant Holders should note that they will not be able to withdraw an Exercise of GIG Public Warrants once made.
GIG will redeem any remaining outstanding GIG Public Warrants, i.e. the GIG Public Warrants that are not exercised for cash under the Exercise, in accordance with section 6.1 of the New Warrant T&Cs (the "Redemption"). In connection therewith, the press release published by GIG on 11 July 2023 (ab7cde6e-4b38-44ee-acd3-00fc01795c74 (globenewswire.com)) constitutes a Redemption Notice within the meaning of section 6.3 of the New Warrant T&Cs.
In the Redemption, each redeemed GIG Public Warrant will be exchanged for 0.261 GIG Ordinary Share, with the cumulative number of GIG Ordinary Shares held by a certain GIG Public Warrant Holder to be rounded downwards to the nearest whole number of GIG Ordinary Shares (in accordance with the New Warrant T&Cs).
For example, if a total of 100 GIG Public Warrants held by a certain GIG Public Warrant Holder are so redeemed, such GIG Public Warrant Holder will receive 26 GIG Ordinary Shares (calculated as: 100 * 0.261, rounded downwards to the nearest whole number of GIG Ordinary Shares).
GIG Public Warrant Holders are hereby informed that the Redemption Date within the meaning of section 6.3 of the New Warrant T&Cs has been set at 6 December 2023 at 17:40 CET. The record date for the Redemption will be 8 December 2023 17:40 CET. Settlement of the Redemption by issuance of new GIG Ordinary Shares is expected to take place on or around 19 December 2023.
GIG Public Warrant Holders may also elect not to receive their entitlement to 0.261 of a GIG Ordinary Share in connection with the Redemption. In order to effectuate such an election, GIG Public Warrant Holders should make this known to VLK by email to [email protected] by 17:40 CET on 6 December 2023. If a GIG Public Warrant Holder makes such an election, such GIG Public Warrant Holder shall not be entitled to receive any alternative consideration (in cash or otherwise).
In connection with the Exercise and the Redemption, all GIG Public Warrants will be delisted from Euronext Amsterdam. The final day on which the GIG Public Warrants will be listed on Euronext Amsterdam will be 6 December 2023.
The Company will issue new GIG Ordinary Shares in connection with the Exercise and the Redemption. Such GIG Ordinary Shares issued in exchange for GIG Public Warrants will be listed on Euronext Amsterdam. The admission of such GIG Ordinary Shares is expected to take place on 19 December 2023.
| Event | Expected Date (Time) |
|---|---|
| Final day of exercise of GIG Public Warrants to be eligible for Reward Shares | 27 October 2023 (17:40 |
| CEST)] | |
| Last day of trading in GIG Public Warrants on Euronext Amsterdam, end of Redemption | 6 December 2023 (17:40 |
| notice period and final day of exercise of GIG Public Warrants | CET) |
| GIG Public Warrants delisted from Euronext Amsterdam | 7 December 2023 |
| Redemption Record Date | 8 December 2023 (17:40 |
| CET) |
| Settlement of GIG Public Warrants that are voluntarily exercised by issuance of new GIG | 19 December 2023 |
|---|---|
| Ordinary Shares and 2056 GreenBonds in the par value of £5.00 | |
| Settlement of Redemption by issue of new GIG Ordinary Shares | 19 December 2023 |
| Admission of GIG Ordinary Shares issued in exchange for GIG Public Warrants on | 19 December 2023 |
| Euronext Amsterdam | |
The dates and times given are based on GIG's current expectations and may be subject to change.
Global InterConnection Group ("GIG"), comprising Global InterConnection Group Limited and its subsidiaries, is a platform for the manufacturing, development, operation, and ownership of interconnectors and other power transmission assets, with three interlocking divisions: (i) a portfolio of interconnectors, both operating assets and projects; (ii) High Voltage Direct Current ("HVDC") cable manufacturing to supply grid upgrades and our interconnector projects, and (iii) ancillary services, such as commissioning and overseeing the design, planning and operational management for grids and interconnectors. Interconnectors are power cables connecting different countries' electricity grids, as a means of improving energy security by expediting the transmission of energy internationally from where it is generated to where it is needed.
As the world transitions to a NetZero future, and with recent stark reminders of the importance of energy security, interconnectors are recognised as a central component to countries' energy strategies as interconnected grids are more efficient and able to respond to market stress. As the world transitions towards a NetZero future, growing electricity demand and increased dependence on intermittent power sources requires grids that are strong, flexible, and interconnected.
The nucleus of this platform is the Global InterConnection Group board which comprises: Edmund Truell (Executive Chairman) and non-executive directors Jennie Younger, Luke Webster, Richard Pinnock and Roger Le Tissier; and special advisers: Chris Sturgeon and Kari Stadigh. They oversee Global InterConnection Group's Advanced Cables and Global InterConnectors divisional boards and management, supported by a design, planning and operations division, Global InterConnection Group Services together with expert advisers and partners such as RTE International (the arm of Europe's largest grid operator), Afry, Aecom, and Red Penguin.
Global InterConnectors is buying and building up a portfolio of European interconnectors. Its first project is Atlantic SuperConnection, which is developing a 1,708 km interconnector project, where the technical feasibility work has now been done to build a 1,800 MW interconnector between Iceland and the UK; and a valuable connection agreement secured near Hull, England.
Advanced Cables is developing a 1,600 km/year capacity HVDC cable manufacturing facility in the North-East of England in two phases, with strong support from the UK government. Global InterConnection Group is advancing for a joint venture with an existing cable manufacturer, which paves the way for Advanced Cables to address the shortage of HVDC subsea cable, where demand far outstrips supply and order books are full for several years to come. The joint venture partner brings to bear their worldclass technology and experience.
Further details are available at www.globalinterconnectiongroup.com.
For more information, please contact:
or
First Floor, 10 Lefebvre Street St Peter Port Guernsey GY1 2PE
James Culverhouse EQ [email protected] +44 20 7223 1100 / +44 7912 508 322
______, 2023
[●]
Global InterConnection Group Limited
Van Lanschot Kempen N.V. ("Van Lanschot Kempen")
In connection with our submitting our GIG Public Warrants (as defined below) of Global InterConnection Group Limited (the "Company") in the Exercise, I have represented, warranted, undertaken and agreed to the Company and VLK that:

Very truly yours,
By: _________________________________ (Signature) _________________________________ (Name) _________________________________ (Institution) _________________________________ (Address) _________________________________ (Country) _________________________________ (Phone)
_________________________________
(email)
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