LegalPCF Group
PCF Group Current Report No. 40/2023: Series G Share Subscription Agreements Signed
18 Aug 20235 pages~12 min full read
People Can Fly parent company PCF Group successfully concluded the issuance of 2,510,904 new Series G ordinary bearer shares on August 18, 2023.
The company has confirmed that all required cash contributions for the Series G share subscription have been paid in full.
The capital raise was executed through private subscription agreements rather than a public retail offering.
The offering was restricted to qualified investors within the European Economic Area and professional investors in the United Kingdom.
The issuance was explicitly excluded from public distribution in the United States, Australia, Canada, South Africa, and Japan to avoid formal prospectus requirements.
The regulatory filing serves to meet transparency obligations regarding significant changes in share capital, though specific investor identities and share valuations remain undisclosed.
PCF Group S.A., the parent company of game development studio People Can Fly, announced on August 18, 2023, the formal conclusion of subscription agreements for its Series G ordinary bearer shares. This regulatory filing confirms that the company has entered into agreements with investors for the issuance of 2,510,904 new shares. A critical milestone of this capital increase is the confirmation that all required cash contributions to cover the Series G shares have been paid in full.
The scope of this issuance is governed by European Union Market Abuse Regulations and Polish public offering laws. While the company is headquartered in Warsaw and listed on the Polish market, the document emphasizes strict jurisdictional limitations. The offering was not registered under the U.S. Securities Act of 1933 and was specifically excluded from public distribution in the United States, Australia, Canada, South Africa, and Japan. Instead, the shares were directed toward "qualified investors" within the European Economic Area and specific professional investors in the United Kingdom, following exemptions that precluded the need for a formal prospectus.
The methodology for this capital raise relied on private subscription agreements rather than a broad public retail offering. The primary purpose of the announcement is to satisfy transparency requirements for listed companies regarding significant changes in share capital. While the document does not disclose the specific identity of the participating investors or the exact valuation per share, it confirms the successful execution of the Series G round and the total influx of the intended capital into the company’s accounts.
