ReportPCF Group
Current Report No. 23/2023: Investment Agreement Supplement Between Krafton, Inc. and PCF Group S.A.
6 pages~14 min full read
Krafton, Inc. secured a right of first refusal to acquire up to 10% of PCF Group S.A.’s total share capital and voting rights.
See it on page 1The option to subscribe for new shares is valid if PCF Group issues up to 2,510,904 new shares before the 31 December 2023 deadline.
See it on page 1The subscription price for Krafton is fixed at PLN 40.20 per share, regardless of the pricing terms offered to other investors.
See it on page 2The agreement is non-binding for Krafton, meaning the company is under no obligation to purchase any shares.
See it on page 1This side-letter supplements the original investment agreement established between Krafton and PCF Group on 28 March 2023.
See it on page 1The allocation of shares to other investors remains unaffected by this agreement, and the disclosure does not constitute a formal offer or prospectus.
See it on page 2The report announces that on 14 June 2023, Krafton, Inc. and PCF Group S.A., together with key shareholder Sebastian Wojciechowski, entered into a side‑letter to the investment agreement dated 28 March 2023. The side‑letter stipulates that if PCF Group increases its share capital by issuing up to 2 510 904 new shares before 31 December 2023, Krafton will have the right of first refusal to subscribe for shares that would bring its total holdings to 10 % of the capital and voting rights. The subscription price is fixed at PLN 40.20 per share, independent of the price set for other investors. The agreement does not obligate Krafton to purchase any shares, and the allocation of new shares to other investors remains unaffected.
The document is a regulatory disclosure under EU Regulation 596/2014 and Polish securities law, intended solely for informational purposes. It contains extensive legal caveats restricting distribution outside the European Economic Area and prohibiting any promotional use of the information. The report clarifies that it is not an offer, does not constitute a prospectus, and is limited to qualified investors in the EU, UK, or U.S. under Rule 144A. No financial projections or performance guarantees are provided; the report includes forward‑looking statements subject to risk and uncertainty. The disclosure emphasizes that no manager or affiliated party assumes liability for the accuracy of the information, and any investment decisions must rely on independently verified data.
