The Board of Directors of Green Landscaping resolves on a rights issue of approximately SEK 150 million

The information in this press release is not intended for publication, public release or distribution, directly or indirectly, in or into the United States, Australia, Canada, Hong Kong, Japan, New Zeeland, Switzerland, Singapore, South Africa or any other jurisdiction where such publication or distribution would violate applicable laws or regulations. See the section “Important information” at the end of this press release.

On February 21, 2020, Green Landscaping Group AB (publ) ("Green Landscaping" or "the Company") announced the acquisition of GAST Entreprenør AS ("Gast Entreprenør") which conducts detailed planning operations in the Oslo region, and P.A.R.K. i Syd AB (“Park i Syd”), which primarily conducts planning and detailed planning operations in Skåne. In connection with the announced acquisitions, the Company announced its intention to complete a rights issue of approximately SEK 150 million to finance additional acquisitions.

The Board of Directors of the Company today decided, as authorized by the Annual General Meeting on 14 May 2020, decided to undertake the above-mentioned rights issue. The rights entails the new issue of a maximum of 9,242,151 shares. If fully subscribed, the rights issue will raise approximately SEK 150 million for the Company after deductions for issue expenses, which are estimated at approximately SEK 5 million. The net issue proceeds will primarily be used to strengthen the Company’s balance sheet by repaying the bridge financing raised in connection with the above acquisitions and will increase the Company’s cash and cash equivalents in readiness for future acquisitions.

Below is a summary of the terms of the rights issue:

• Subscription rights: Each current share in Green Landscaping held on the record date entitle to one (1) subscription right. Four (4) subscription rights entitle to subscription for one (1) new share.
• Subscription price: SEK 16.75 per share. No commission will be charged.
• Subscription period: 1 June 2020 up to and including 12 June 2020.
• Euroclear Sweden AB’s record date for determining who is entitled to receive subscription rights is 28 May 2020. The last day for trading with the Company’s shares including right to receive subscription rights is 26 May 2020.
• Issue volume: The rights issue comprises of no more than 9,242,151 shares, which means that the issue proceeds will be approximately SEK 150 million after deductions for issue expenses of approximately SEK 5 million, provided that the rights issue is fully subscribed.
• Subscription for shares without subscription rights may also be made. In case not all new shares are subscribed for by the exercise of subscription rights, the Board of Directors will resolve on allotment of shares subscribed for without subscription rights as follows: the new shares will firstly be allotted to those who have also subscribed for shares by the exercise of subscription rights (regardless of whether the subscriber was a shareholder on the record date or not) and secondly be allotted to other parties who have applied for subscription without subscription rights.

The Company will through the rights issue increase its registered share capital of SEK 2,624,770.955 to SEK 3,280,963.676 together with an increased number of shares from 36,968,605 shares to 46,210,756 shares, provided that the rights issue is fully subscribed. Shareholders who choose not to participate in the rights issue will have their shareholding in Green Landscaping diluted by 20 per cent but are able to financially compensate for this dilution by selling their subscription rights.

Full terms and conditions for the rights issue and other information about the Company will be presented in the prospectus that is expected to be published on 27 May 2020.

Subscriptions commitments

Byggmästare Anders J Ahlström, Salén family through company, chairman Per Sjöstrand through company and AFA Försäkring, holding together approximately 50 per cent of the total number of shares and votes in the Company have undertaken to subscribe for their respective pro rata shares of the rights issue, corresponding to a total new investment in Green Landscaping of approximately SEK 77 million.

In addition, Tredje AP-fonden and Odin Fonder, together holding approximately 7 per cent of the total number of shares and votes in the Company have expressed their support for the rights issue and their intention to subscribe for their pro rata share of the rights issue, corresponding to a total new investment in Green Landscaping of approximately SEK 11 million.

Consequently, subscription commitments and expressed intentions to subscribe for approximately 57 per cent of the rights issues, or SEK 88 million have been received. No compensation is paid for the subscription commitments or the expressed intentions, and these are not secured.

Preliminary time plan for the rights issue

Advisors

Skandinaviska Enskilda Banken AB is financial advisor and Cirio Advokatbyrå AB are legal advisors to Green Landscaping in connection with the rights issue.

This is information that Green Landscaping Group AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out above, on 20 May 2020 at 07:30 CET.

Important information

The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares, subscription rights or other securities in Green Landscaping. Any invitation to the persons concerned to subscribe for shares in Green Landscaping will only be made through the prospectus which Green Landscaping expects to publish around 27 May 2020.

This press release may not be released, published or distributed, directly or indirectly, in or into United States, Australia, Canada, Hong Kong, Japan, New Zeeland, Switzerland, Singapore, South Africa or any other jurisdiction where participation would require additional prospectuses, registration or measures besides those required by Swedish law. Nor may this press release be distributed in or into such countries or any other country or jurisdiction in which distribution requires such measures or otherwise would be in conflict with applicable regulations. Any failure to comply with the restrictions described may result in a violation of applicable securities regulations.

No subscription rights, paid subscription shares (Sw. Betalda tecknade aktier) or shares issued by Green Landscaping have been, or will be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or the securities legislation of any state or other jurisdiction of the United States and no subscription rights, paid subscription shares or shares may be offered, subscribed for, exercised, pledged, sold, resold, granted, delivered or otherwise transferred, directly or indirectly, in or into the United States. There will be no public offering of such securities in the United States. The securities referred to herein have not been approved or disapproved by the U.S. Securities and Exchange Commission (SEC), any state securities commission or other regulatory authority in the United States, nor have any of the foregoing authorities passed upon or endorsed the merits of the rights issue or the accuracy or adequacy of this announcement. Any representation to the contrary is a criminal offence in the United States.

This press release contains certain forward-looking information that reflects Green Landscaping’s present view of future events as well as financial and operational development. Words such as “intend”, “assess”, “expect”, “may”, “plan”, “believe”, “estimate” and other expressions entailing indications or predictions of future development or trends, not based on historical facts, constitute forward-looking information. Forward-looking information is inherently associated with both known and unknown risks and uncertainties as it depends on future events and circumstances. Forward-looking information is not a guarantee of future results or development and actual outcomes may differ materially from the statements set forth in the forward-looking information.

For more information, please contact:

Johan Nordström, VD
Telephone: +46 70 838 58 12
E-mail: johan.nordstrom@greenlandscaping.se

Carl-Fredrik Meijer, CFO & IR
Telephone: +46 70 108 70 19
E-mail: carl-fredrik.meijer@greenlandscaping.se

Green Landscaping Group is leading player in the planning and detailed planning of outdoor environments in Sweden. Our business concept is to enhance the customer's outdoor environment by offering services focused on high customer value, long-term sustainability and quality. The Company has approximately 1,300 employees and sales amount to approximately SEK 2 billion. The Company's shares are listed on Nasdaq Stockholm with the ticker GREEN. For more information visit www.greenlandscapinggroup.se