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The Board of Directors of Goodbye Kansas Group AB ("Goodbye Kansas" or the "Company") has, in accordance with the intention announced through a press release issued yesterday 5 November 2025, resolved, based on the issue authorization, on a directed share issue of 3,767,500 shares at a subscription price of SEK 2.00 per share (the "First Directed Share Issue"). The subscription price has been determined through an accelerated bookbuilding procedure that has been carried out by Corpura Fondkommission. The Company will also convene an Extraordinary General Meeting with proposals from shareholders for a directed share issue of approximately SEK 1.5 million to senior executives within the Company (the "Second Directed Share Issue"). In addition, the Company has entered into a credit facility of SEK 5 million with an established Swedish credit institution company to further strengthen working capital and to manage variations in project cash flows.
The First Directed Share Issue
The First Directed Share Issue has been carried out with deviation from the shareholders' preferential rights and has been resolved by the Company's board of directors based on the issue authorization resolved at the annual general meeting on April 16, 2025. The subscription price in the Directed Share Issue of SEK 2.00 per share has been determined through an accelerated bookbuilding procedure. The subscription price corresponds to a discount of approximately 7.4 percent compared to the volume-weighted average share price over the last thirty trading days.
The First Directed Share Issue has been subscribed primarily by Swedish and Danish private and institutional investors. Among the investors are also existing owners such as Jonas Levin and Jörgen Nordlund, as well as the well-known game entrepreneur Johan Pilestedt, co-founder of the successful Swedish game company Arrowhead Game Studios.
With the First Directed Share Issue, the Company will initially receive approximately SEK 7.5 million, before issue costs, in payment for subscribed shares, of which approximately SEK 0.5 million may be paid by set-off when an investor has expressed a wish to pay for subscribed shares through set-off of outstanding claims against the Company.
The First Directed Share Issue initially entails a dilution of approximately 10.2 percent of the number of shares in the Company (calculated on the number of newly issued shares divided by the total number of shares in the Company after the Directed Share Issue). The number of outstanding shares and votes will increase by 3,767,500 from 33,023,137 shares to a total of 36,790,637 shares. The share capital increases by SEK 376,750 from SEK 3,302,313.70 to a total of SEK 3,679,063.70.
Second Directed Share Issue
At the request of shareholders representing approximately 10.8 percent of the Company's shares, the Board of Directors of Goodbye Kansas has also resolved to convene an Extraordinary General Meeting to be held on November 25, 2025 with a proposal for a new share issue in accordance with what was announced in the press release yesterday, 5 November, 2025. The notice will be published in a separate press release. The proposed subscription price corresponds to the volume-weighted average share price during the last thirty trading days, corresponding to SEK 2.16 per share. Provided that the Extraordinary General Meeting resolves in accordance with the proposal, the Company may receive approximately SEK 1.5 million through a directed share issue to the Company's Chairman of the Board, Per-Anders Wärn, Board member Staffan Eklöw, CEO Thomas Lindgren and the Company's CFO Ulf Hammarmyr. Parts of the subscription proceeds may be paid by way of set-off, as several of the persons entitled to subscribe have expressed a wish to pay for subscribed shares by set-off of outstanding receivables against the Company.
CEO comment
I am pleased to announce that the issue, despite short notice, attracted great interest from both existing and new investors, which together with the credit facility provides the company with close to SEK 14 million. The share issue confirms the market's confidence in our strategy and investors see the value in being part of the transition and acceleration we have initiated. In Q3 2025, we achieved both the highest order intake in the company's history, SEK 128 million, and our order book has grown by over 150 percent to SEK 103 million. This gives us a solid foundation for continued growth in 2026 and the years to come.
We strengthen the balance sheet through this issue, but above all, we now have the opportunity to fully focus on the business and start productizing parts of our technology, which makes us even more confident that we will achieve a positive result and operating cash flow in 2026.
In addition to the fact that a number of our major shareholders have continued to invest in the issue, it is also a sign of strength that we have new investors from our industry, such as Johan Pilestedt. Johan is the founder and now also chairman of the board of Arrowhead Game Studios. Arrowhead is behind the fantastic game successes Helldivers & Helldivers 2, where Goodbye Kansas has been involved in delivering content.
Background and reasons
During the recent period, the company has taken important steps to strengthen sales focus, optimize project execution and realize value from historical technology investments. This reflects the company's strong performance, with the highest level of new signed agreements in Q3 2025, corresponding to SEK 127.8 million. In order to meet the increased demand from the newly signed agreements and to be able to accelerate the change process and further strengthen the company's competitiveness, the Board of Directors assesses that it is strategically justified to bring in new, including industrially experienced owners with expertise relevant to the company's focus
Subscription price
Since the subscription price in the First Directed Share Issue has been determined through a bookbuilding procedure, the Board of Directors of the Company assesses that the subscription price of SEK 2.00 per share reflects current market conditions and demand. The subscription price in the Second Directed Share Issue is based on the volume-weighted average share price over the last thirty trading days and is thus deemed to correspond to the market value of the share.
Credit facility
In connection with the First Directed Share Issue, the Company also raised a credit facility of SEK 5.0 million on market terms from a Swedish credit institution to optimize working capital and manage variations in project cash flows, freeing up resources for long-term value creation and continued investments in productization of our customer offering and strategic collaborations.
Advisors
Corpura Fondkommission has acted as Sole Bookrunner and Synch Law acted as legal advisor to Goodbye Kansas in the Directed Share Issue.
For further information, please contact:
Thomas Lindgren, CEO, Goodbye Kansas Group
E-mail: thomas.lindgren@goodbyekansas.com
Mobile: +46 70 591 3056
This disclosure contains information that Goodbye Kansas Group AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, at 6 November 2025, time as below.
Important information
The announcement, publication or distribution of this press release may be subject to restrictions by law in certain jurisdictions and persons in the jurisdictions in which this press release has been published or distributed should inform themselves of and comply with such legal restrictions. The recipient of this press release is responsible for using this press release and the information contained herein in accordance with applicable regulations in their respective jurisdictions. This press release does not constitute an offer to sell or a solicitation of an offer to buy or subscribe for any securities issued by the Company in any jurisdiction where such offer or solicitation would be contrary to applicable rules or require registration or other measures.
This press release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration, or without the application of an exemption from registration, under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration, an exemption from, or in a transaction not subject to the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States, or to make a public offer of such securities in the United States. The information in this press release may not be announced, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, in or into the United States, Australia, Hong Kong, Japan, Canada, New Zealand, Switzerland, Singapore, South Africa, South Korea, Russia, Belarus or any other jurisdiction where such announcement, publication or distribution of this information would be contrary to applicable regulations or where such action is subject to legal restrictions or would require registration or other measures than what follows from Swedish law. Actions in violation of this instruction may constitute a violation of applicable securities legislation.
This press release is not a prospectus within the meaning of Regulation (EU) 2017/1129 (the "Prospectus Regulation") and has not been approved by any regulatory authority in any jurisdiction. The Company has not authorized any offer to the public of securities in any member state of the EEA and no prospectus has been or will be prepared in connection with the Directed Share Issue. In each EEA Member State, this announcement is only directed at "qualified investors" in that Member State as defined in the Prospectus Regulation.
In the United Kingdom, this document, and any other materials relating to the securities referred to herein, are only being distributed and directed at, and any investment or investment activity relating to this document is only available to, and will only be available to, qualified investors (as defined in section 86(7) of the Financial Services and Markets Act 2000) who are (i) persons who have professional experience in matters relating to investments and who fall into the United Kingdom. within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) "high net worth entities" referred to in Article 49(2)(a) to (d) of the Regulation (all such persons collectively referred to as "relevant persons"). An investment or investment measure to which this announcement relates is only available in the United Kingdom to relevant persons and will only be made with relevant persons. Persons who are not relevant persons should not take any action based on this press release, nor should they act or rely on it.
This press release does not identify or purport to identify risks (direct or indirect) that may be associated with an investment in the Company's shares. An investment decision to acquire or subscribe for new shares in the Directed Share Issue may only be made based on publicly available information regarding the Company and the Company's shares. Such information has not been verified by Corpura. Corpura is acting on behalf of the Company in connection with the Directed Share Issue and not on behalf of anyone else. Corpura is not responsible to anyone other than the Company for providing the protections afforded to its customers or for providing advice in connection with the Directed Share Issue or with respect to any other matter referred to herein.
This press release does not constitute a recommendation for any investors' decisions regarding the Directed Share Issue. Each investor or potential investor should conduct its own research, analysis and evaluation of the business and the information described in this press release and all publicly available information. The price and value of the securities can decrease as well as increase. Achieved results do not provide guidance for future results. Neither the content of the Company's website nor any other website accessible through hyperlinks on the Company's website is incorporated into or forms part of this press release.
Failure to follow these instructions may result in a violation of the Securities Act or applicable laws in other jurisdictions.
About Goodbye Kansas Group
Goodbye Kansas Group is a provider of technology-driven visual content, developping visual effects (VFX), animations, game trailers and In-Game solutions. The Group has some of the world's leading entertainment companies as its clients. Goodbye Kansas Group is headquartered in Stockholm and is listed on the Nasdaq First North Growth Market with Wildeco as Certified Adviser.
www.goodbyekansasgroup.com
This information is information that Goodbye Kansas 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, at 2025-11-06 01:17 CET.