GOODBYE KANSAS ANNOUNCES OUTCOME IN PREFERENTIAL RIGHTS ISSUE OF SHARES

MARKN.

THIS PRESS RELEASE MAY NOT BE MADE PUBLIC, PUBLISHED OR DISTRIBUTED, DIRECTLY OR INDIRECTLY, IN OR INTO, AUSTRALIA, BELARUS, HONG KONG, JAPAN, CANADA, NEW ZEALAND, RUSSIA, SWITZERLAND, SINGAPORE, SOUTH AFRICA, THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH SUCH ACTIONS, WHOLLY OR IN PART, WOULD BE SUBJECT TO LEGAL RESTRICTIONS. THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER TO BUY SECURITIES IN GOODBYE KANSAS GROUP AB. SEE ALSO THE SECTION “IMPORTANT INFORMATION” BELOW.

The Board of Goodbye Kansas Group AB (publ) (“Goodbye Kansas” or “Company”) today announces the outcome in the fully guaranteed rights issue of shares with preferential rights for Goodbye Kansas’ shareholders (“Rights Issue”) which was decided by the Board on March 14, 2024 and later approved by an extraordinary general meeting on April 2, 2024. In total, approximately 8,495,690 shares were subscribed for with support of subscription rights, corresponding to approximately 52.6 percent of the Rights Issue. 60,622 shares, corresponding to 0.4 percent of the Rights Issue, have been allotted to individuals that have subscribed for shares without support of subscription rights. This means that approximately 47.0 of the Rights Issue is allotted to underwriting guarantors. Goodbye Kansas thereby raises proceeds of approximately SEK 21.8 million before deduction of set-off of receivables and transaction costs. Approximately 12.3 percent of the Rights Issue was subscribed for through set-off of receivables.

The Rights Issue was fully guaranteed through subscription commitments of approximately SEK 10.3 million, corresponding to 47.1 percent of the Rights Issue and guarantee commitments of approximately SEK 11.5 million, corresponding to approximately 52.9 percent of the Rights Issue, combined corresponding to the total issue of approximately SEK 21.8 million. The subscription period for the Rights Issue ended on April 22, 2023, and the outcome shows that SEK 11.5 million will of the Rights Issue was subscribed for with support of subscription rights. In addition, the Company received requests to subscribe for an additional 0.1 percent without support of subscription rights. This means that underwriting guarantors will subscribe to approximately 47.0 percent of the Rights Issue.

As part of the Rights Issue, allotment of shares subscribed for without support of subscription rights have occurred according to the principles set out in the information memorandum which the Company published on April 5, 2024. Notice of allotment will be made in settlement notes which are sent to each subscriber. Shares should be paid according to instructions in the settlement note. Shareholders registered with an asset manager will receive allotment information in line with the asset manager’s routines. Only those that receive allotment will be notified.

As a result of the Rights Issue, the Company’s share capital will increase by 1,614,165 SEK to 2,190,652.60 SEK. The number of shares thereby increases by 16,141,650 shares to a total of 21,906,526 shares. This will result in a dilution of approximately 73.7 percent based on the number of shares after the Rights Issue is completed.

Trading in paid subscribed shares (BTA) will continue on Nasdaq First North Growth Market under the ticker “GBK BTA” up until the Rights Issue has been registered with the Swedish Companies Registration Office, which is expected to take place during week 18, 2024. BTAs will thereafter be converted into shares.

A fee will be paid to parties that have provided guarantee commitments amounting to twelve (12) percent of the guaranteed amount. No fee will be paid for subscription commitments from existing shareholders. Neither subscription commitments nor guarantee commitments have been secured through bank guarantees, blocked funds, pawned assets or similar.

Advisors
Hagberg & Aneborn Fondkommission AB is Sole Global Coordinator and Joint Bookrunner in connection to the Rights Issue. Advokatfirman Schjødt is legal advisor to Goodbye Kansas in connection with the Rights Issue.

For more information, please contact:
Stefan Danieli, CEO of Goodbye Kansas Group
E-mail: stefan.danieli@goodbyekansas.com
Tel: +46 701 98 10 49

Important information
Publication, release or distribution of this press release may in certain jurisdictions be subject to legal restrictions and persons in the jurisdictions where this press release has been made public or distributed should be informed of and follow such legal restrictions. The recipient of this press release is responsible for using this press release and the information herein in accordance with applicable rules in each jurisdiction. This press release does not constitute an offer or solicitation to buy or subscribe for any securities in Goodbye Kansas in any jurisdiction, either from Goodbye Kansas or from anyone else.

This press release is not a prospectus according to the definition in Regulation (EU) 2017/1129 (the “Prospectus Regulation”) and has not been approved by any regulatory authority in any jurisdiction. Any purchase of Units of Goodbye Kansas in the Rights Issue should only be made on the basis of the information contained in the formal prospectus issued in connection with the Rights Issue, which was approved by the Swedish Financial Supervisory Authority on 5 December 2023.

This press release does not constitute an offer or solicitation to buy or subscribe for securities in the United States. The securities mentioned herein may not be sold in the United States without registration, or without an exemption from registration, under the U.S. Securities Act from 1933 ("Securities Act"), and may not be offered or sold within the United States without being registered, covered by an exemption from, or part of a transaction that is not subject to the registration requirements according to the Securities Act. There is no intention to register any securities mentioned herein in the United States or to issue a public offering of such securities in the United States. The information in this press release may not be released, published, copied, reproduced or distributed, directly or indirectly, wholly or in part, in or to Australia, Hong Kong, Japan, Canada, New Zealand, Singapore, South Africa, the United States or any other jurisdiction where the release, publication or distribution of this information would violate current rules or where such an action is subject to legal restrictions or would require additional registration or other measures beyond those that follow from Swedish law. Actions in contravention of this instruction may constitute a violation of applicable securities legislation.

Forward-looking statements
This press release contains forward-looking statements related to the Company's intentions, estimates or expectations regarding the Company's future results, financial position, liquidity, development, outlook, estimated growth, strategies and opportunities as well as the markets in which the Company is active. Forward-looking statements are statements that do not refer to historical facts and can be identified by the use of terms such as "believes," "expects," "anticipates," "intends," "estimates," "will," "may," "implies," "should," "could" and, in each case, their negative, or comparable terminology. The forward-looking statements in this press release are based on various assumptions, which in several cases are based on further assumptions. Although the Company believes that the assumptions reflected in these forward-looking statements are reasonable, there is no guarantee that they will occur or that they are correct. Since these assumptions are based on assumptions or estimates and involve risks and uncertainties, actual results or outcomes, for many different reasons, may differ materially from those stated in the forward-looking statements. Due to such risks, uncertainties, eventualities and other significant factors, actual events may differ materially from the expectations that expressly or implicitly are contained in this press release through the forward-looking statements. The Company does not guarantee that the assumptions which serve as a basis for the forward-looking statements in this press release are correct, and each reader of the press release should not rely on the forward-looking statements in this press release. The information, opinions and forward-looking statements that expressly or implicitly are stated herein are provided only as of the date of this press release and may change. Neither the Company nor any other party will review, update, confirm or publicly announce any revision of any forward-looking statement to reflect events that occur or circumstances that arise with respect to the contents of this press release, beyond what is required by law or Nasdaq First North Growth Market Rulebook.

Goodbye Kansas Group
Goodbye Kansas Group AB (publ) is a leading supplier of technology-driven visual content and develops solutions for visual effects (VFX), animation, game trailers and In-Game. The Group has some of the world’s leading entertainment companies as customers. Goodbye Kansas Group has its head office in Stockholm and is listed on Nasdaq First North Growth Market with Carnegie Investment Bank AB (publ) as Certified Adviser.

Datum 2024-04-23, kl 18:00
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