DGB Group N.V., - DGB completes 2nd tranche drawdown and terminates investment agreement

Press release

DGB completes 2nd tranche drawdown and terminates investment agreement

29 October 2021 | 08:15h CET

Dutch Green Business Group N.V. ("DGB" or "the Company") (Euronext: DGB), a leading reforestation and carbon ofsetting company, is pleased to announce that it has completed the second tranche drawdown of EUR 500,000 under its previously announced EUR 6 million investment agreement (the "Investment Agreement") signed between the Company and a consortium of Dutch-based accredited investors (the "Consortium") (see press release of 31 May 2021).

The funds will be used to fnance further growth of the Company and development of its carbon ofsetting marketplace.

In accordance with the terms of the Investment Agreement, the Consortium will acquire an additional 481,605 ordinary shares of DGB (the "Ordinary Shares") from the Company's treasury shares.

• EUR 250.000 (50% of this Tranche) will be in listed Ordinary Shares for a price per share of EUR 1.10 (as determined by reference to the average of the lowest 5 trading day volume weighted average prices of Ordinary Shares on the Euronext Amsterdam Exchange over the 20 trading days immediately preceding the investment date of this second tranche).
• EUR 250.000 (50% of this Tranche) will be in non-listed Ordinary Shares at a discounted price of EUR 0.95 per share. Non-listed shares are not directly tradable on Euronext Amsterdam.

• total of 950,157treasury shares have been transferred to the Consortium under the frst and second tranche of the Investment Agreement, resulting in an average price per share of EUR 1,05. Upon completion of this second tranche share transfer, the Company still holds 1,299,842 treasury shares.

After careful consideration of the strategic, economic and fnancial aspects for all stakeholders involved, the board believes that long-term value creation for shareholders is better safeguarded when DGB explores diferent funding options and therefore terminates the Investment Agreement.

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Links:

• DGB announces closing of EUR 6 million private placement (link:https://www.dgb.earth/press/dgb-announces-closing-of-eur-6-million-private-placement)

Contact details:

DGB GROUP NV [e-mail]

[phone] (NL)

[phone] (EN)

About DGB:

Dutch Green Business Group N.V. is a public company traded on the main Dutch stock exchange Euronext Amsterdam under the ticker symbol AEX:DGB and ISIN-code NL0009169515. DGB's strategy is to participate in large forest carbon ofset projects around the world that deliver commercial and environmental benefts. DGB's vision is to be a leading high-impact investor in sustainably managed forests by providing competitive real investment returns for shareholders combined with high social impact. www.dgb.earth

Disclaimer:

This press release does not contain (an invitation to make an) ofer to buy or sell or otherwise acquire or subscribe to shares in DGB Group N.V. and is not an advice or recommendation to take or refrain from taking any action. This press release contains statements that could be construed as forward-looking statements, including with regard to the fnancial position of the DGB Group, the results it achieved and the business (ies) it runs. Forward-looking statements are

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all statements that do not relate to historical fact. These statements are based on information currently available and on forecasts and estimates made by DGB Group management. Although the DGB Group believes that these statements are based on reasonable assumptions, it cannot guarantee that the ultimate results will not difer materially from those statements that could be construed as forward-looking statements. Factors that may lead to, or contribute to, diferences in current expectations include, but are not limited to: developments in legislation, technology, tax, regulation, stock market price fuctuations, legal proceedings, regulatory investigations, competitive relationships and general economic conditions . These and other factors, risks and uncertainties that may afect any forward-looking statement or the actual results of DGB Group are discussed in the annual report. The forward-looking statements in this document speak only as of the date of this document. Subject to any legal obligation to do so, the DGB Group assumes no obligation or responsibility to update the forward-looking statements contained in this document, whether related to new information, future events or otherwise.

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