The Board of Opus Group resolves on rights issue terms and announces that the rights issue is fully guaranteed

Summary

  ·
Shareholders in Opus Group AB (publ) (Opus Group or the Company) have
preferential right to subscribe for one (1) new share for each nine (9) existing
shares

  ·
The subscription price amounts to SEK 5.50 per share, which at full subscription
of the rights issue results in issue proceeds of approximately SEK 154.7 million
before transaction costs by issuance of approximately 28.1 million new shares

  ·
The subscription period runs from March 17, 2015 until March 31, 2015

  ·
The rights issue is fully covered through subscription and guarantee
undertakings by existing shareholders

  ·
The rights issue is subject to approval at the Extraordinary General Meeting
(EGM) to be held March 10, 2015
The rights issue

On February 13, 2015 Opus Group announced that the Company had signed an
agreement to acquire Drew Technologies, Inc. (Drew Tech) and that the Board had
resolved on a rights issue of approximately SEK 150 million in order to
strengthen the Company’s balance sheet in conjunction with the acquisition of
Drew Tech, and thereby reach the Company’s target as well as obligations to
creditors, and to finance the Company’s continued expansion.

Shareholders in Opus Group have preferential right to subscribe for one (1) new
share for each nine (9) shares held on the record date for the rights issue.
Each share in Opus Group entitles to one (1) subscription right and nine (9)
subscription rights entitle to subscription of one (1) new shares. The
subscription price has been decided to SEK 5.50 per share. The subscription
price has been determined based on a market discount in relation to the market
price of the share during the period February 20 – March 2, 2015. A maximum of
28,129,268 new shares can be issued through the rights issue, which results in
an increase of the share capital of maximum SEK 562,585.36 to a total of SEK
5,625,853.74. If the rights issue is fully subscribed, the total proceeds of the
rights issue will amount to approximately SEK 154.7 million before transaction
costs.

The record date at Euroclear Sweden AB for receiving subscription rights is
March 12, 2015. The subscription period runs from March 17, 2015, until March
31, 2015, or such later date decided by the Board. If the subscription period is
extended, this will be announced by the Company through a press release on March
31, 2015 at the latest.

The rights issue is subject to approval at the Extraordinary General Meeting
(EGM). The EGM will be held in Gothenburg on March 10, 2015, at 15:00 (CET).
Notice of EGM was published on February 17, 2015, in Post och Inrikes Tidningar
(Post and Gazette) and is available on www.opus.se.

Subscription and guarantee undertakings

15 shareholders of Opus Group, together representing 34.3 percent of the share
capital of Opus Group, have entered into subscription undertakings to subscribe
for 32.7 percent of the rights issue through subscription commitments in the
rights issue. Furthermore, 14 of the shareholders, in addition to their
subscription commitments, have agreed to underwrite subscription for remaining
shares in the rights issue. Thereby the rights issue is fully covered through
subscription and guarantee undertakings.

The Second Swedish National Pension Fund is the largest guarantor in the rights
issue. “We have been shareholders in Opus Group since 2008 and we are positive
to the company’s continued development. It is therefore natural to support the
company by participating in the above-mentioned share issue and guarantee
consortium”, says Jonas Eixmann, Head of equities at the Second Swedish National
Pension Fund.
The group of other main shareholders who have subscribed for their share, as
well as participating in the guarantee consortium, includes founders Jörgen
Hentschel and Magnus Greko, privately and via company AB Kommandoran. “In March
2015 it is 25 years since Jörgen and I started Opus Group and it is with
satisfaction that we can say that the company has never been stronger than now
with a contract portfolio of several billion SEK and with continued strong
growth potential. Therefore, it is natural to subscribe for our share in the
rights issue and to support the company by participating through guarantee
undertakings”, says Magnus Greko, CEO and President of Opus Group.

Preliminary time table for the rights issue

March    The EGM resolves on the Board of Directors’ rights issue resolution
10
March    Last day of trading in the Opus Group share including subscription
10       rights
March    Estimated date for publication of the prospectus
11
March    Record date for allotment of subscription rights, i.e. shareholders
12       who are registered in the Company’s share register as of this day
         will receive subscription rights for participation in the rights
         issue
March    Trading in subscription rights
17-27
March    Subscription period
17-31
April    Estimated date for announcement of the preliminary outcome
7

Financial and legal advisors

Swedbank Corporate Finance is acting as financial advisor and Advokatfirman
Vinge is acting as legal advisor to Opus Group in conjunction with the rights
issue.

Mölndal March 3, 2015

Opus Group AB (publ)
For additional information, please contact
Magnus Greko
President and CEO
Phone: 46 31 748 34 00
E-mail: magnus.greko@opus.se
Peter Stenström
Investor Relations
Phone: 46 765 25 84 93
E-mail: peter.stenstrom@opus.se
About Opus Group

Opus Group is a leading company in vehicle inspection technology and vehicle
inspection program operations. The Group has two main business areas which
consist of vehicle inspection and equipment. Opus Group is one of the market
leaders in vehicle inspection operations in the US and Sweden. Opus Bilprovning
has 74 vehicle inspection stations in Sweden. Opus Inspection operates vehicle
inspection programs in the U.S., in Bermuda, Chile, Peru and Pakistan and is
active in sales and service of emission control equipment in North America and
Mexico. Through the subsidiaries, Opus Equipment and J&B Maskinteknik, Opus
Group conduct production, sales and service of vehicle inspection equipment for
vehicle inspection companies and vehicle workshops. Opus Group’s revenues
amounted to approx. SEK 1,458 million in 2014. Opus Group’s shares are listed on
Nasdaq OMX Stockholm.

FFFS 2007:17 (10 kap 11§) (SFSA rules) - The information in this press release
is published in accordance with the rules in the law (2007:528) under the
Securities Market Act (2007:528).