The offer in brief

• The price in the Offer was, as previously announced, SEK 5 per share.
• The offer comprised 5,900,000 newly issued shares in HODL and, last day to apply for shares was 13 January 2022.
• The newly issued shares will provide the Company with SEK 29.5 million before deduction of transaction costs of SEK 0.4 million. The share capital will increase by SEK 290 000, from SEK 500 000 to SEK 790 000.
• The Offer was subscribed 31 times, corresponding to a subscription rate of 3100 percent, for available shares⁽¹⁾  and 7 times, corresponding to a subscription rate of 700 percent, relative to the entire Offer.
• The Company will have approximately 1,100 shareholders after the completion of the Offer.
• The total number of shares in the Company amounts to 7,900,000 shares after the Offer.
• The settlement date in the Offer is January 19, 2022.
• Trading in the HODL share on Spotlight Stock Market is expected to commence on 21 January 2022 under the ticker "HODL".

Vahid Toosi, founder and CEO of HODL, comments:

" Exciting to see the huge interest in HODL SPAC! We are humbled by the confidence it shows for the team, but perhaps most importantly the level of curiosity that obviously exists for blockchain and its potential. "

FOR MORE INFORMATION:

Vahid Toosi 

v@hodlspac.se 

+46 729 42 48 92

Follow HODL on Twitter: https://twitter.com/hodlspac

Follow HODL on LinkedIn: https://www.linkedin.com/company/hodl-spac

The company ticker is HODL and ISIN SE0017131865

ABOUT HODL SPAC

HODL SPAC Europe AB (Publ) is the first European blockchain focused SPAC. HODL’s purpose is to help one or more blockchain companies develop by way of facilitating a listing. Potential target companies include European growth companies with an enterprise value of approximately SEK 500 million. Read more on HODL's website:  http://hodlspac.se

Important information

This press release is not an offer or invitation to acquire or subscribe for any securities in HODL SPAC Europe AB (publ) (the"Company"). Not for publication, distribution or release, in full or part, directly or indirectly, in or into the United States, Canada, Australia or Japan, or any other jurisdiction in which the publication, distribution or release would be unlawful or require registration or any other measures.

All offers related to the securities mentioned in this press release will be made in accordance with a prospectus (the "Prospectus"). This press release is not a prospectus under Regulation (EU) 2017/1129 and Directive 2003/71/EC (together with relevant implementations and delegated regulations "Prospectus Regulation"). Investors should not invest in the securities referred to in this press release without taking into account the information contained in the above-mentioned prospectus. The shares in HODL are not subject to trading or application thereof in any country other than Sweden. The offer in the Prospectus will only be made to the public in Sweden to acquire newly issued shares in the Company. The offer in accordance with the above-mentioned prospectus is not intended for persons whose participation requires additional prospectuses, registration measures or measures other than those resulting from Swedish law.

The securities referred to in this press release have not and will not be registered under the U.S. Securities Act at any time ("U.S. Securities Act." Securities Act") and thus cannot be offered or sold in the United States without registration or in accordance with an exemption from the registration requirements of the United States. Securities Act or securities laws of the relevant state. No offer of shares in the Company will be directed to the public in the United States.

This press release will not be distributed within, and should not be sent to, the United States. The securities described herein have also not been, and will not be registered, under applicable securities laws in Australia, Canada or Japan and may not be offered or sold inside or into, or for the benefit of any person whose registered address is located in or who is located or resident in, Australia, Canada or Japan. There will be no public offering of the securities described herein in Australia, Canada or Japan.

Topics discussed in this press release may contain forward-looking statements. Such statements are all statements that do not relate to historical facts and contain expressions such as "believe," "expect," "assess," "estimate," "intend," "calculated," "shall," "may," "continue," "should”, and other similar expressions." The forward-looking statements in this press release are based on various assumptions, which in several cases are based on additional assumptions. Although the Company believes that these assumptions were reasonable at the time they were made, such forward-looking statements are subject to known and unknown risks, uncertainties, coincidences and other material factors that are difficult or impossible to predict and are beyond the Company's control. Such risks, uncertainties, coincidences and material factors may cause actual results to differ materially from the results expressly or implicitly stated in this communication through the forward-looking statements. The information, beliefs and forward-looking statements contained in this release are only valid as of the date of this press release and may change without notice.

The Company undertakes no obligation to review, update, confirm or disclose any adjusted view of the forward-looking statements for the purpose of reflecting such events or circumstances arising in relation to the content of this communication.

Note: (1) Available shares refer to the total number of shares in the Offer less the shares allocated to subscription undertakings.