LegalPlayWay
Raport Bieżący Nr 83/2017: Podwyższenie Kapitału Zakładowego oraz Przyjęcie Programu Motywacyjnego w Spółce Zależnej CreativeForge Games S.A.
23 Oct 20172 pages~3 min full read
CreativeForge Games S.A. (CFG) is increasing its share capital from 460,000 PLN to a maximum of 613,333.18 PLN through the private subscription of up to 666,666 Series K shares.
See it on page 1CFG has been authorized to dematerialize its shares and pursue a public listing on the NewConnect market of the Warsaw Stock Exchange.
See it on page 1The company established an incentive program for employees and board members that grants Series A subscription warrants for Series L shares at a nominal price of 0.23 PLN per share.
See it on page 1The incentive program is strictly tied to the performance of the game 'Phantom Doctrine,' which must generate a net margin of at least 5,000,000 PLN within 12 months of release to trigger eligibility.
See it on page 2Net margin for the performance milestone is defined as gross revenue minus all production, development, distribution, and marketing costs.
See it on page 2To manage dilution, the total number of shares issued under the incentive program is capped at 5% of the company’s total share capital.
See it on page 2PlayWay S.A. announced significant corporate restructuring and the implementation of a performance-based incentive scheme within its subsidiary, CreativeForge Games S.A. (CFG), following resolutions passed during an Extraordinary General Meeting on October 23, 2017. The primary objective of these measures is to strengthen the subsidiary’s capital structure and align the interests of its workforce with the commercial success of its upcoming projects.
The corporate action involves increasing CFG’s share capital from 460,000.00 PLN to a maximum of 613,333.18 PLN through the private subscription of up to 666,666 Series K ordinary bearer shares. This capital expansion is paired with a strategic move toward public listing, as the subsidiary received authorization to dematerialize all existing share series (A through K) for registration with the National Depository for Securities and subsequent trading on the NewConnect market of the Warsaw Stock Exchange.
A central component of this announcement is the establishment of an incentive program for CFG employees, associates, and board members. The program utilizes Series A subscription warrants, which entitle participants to acquire Series L shares at a nominal price of 0.23 PLN per share. Eligibility for these warrants is strictly contingent upon a specific financial performance milestone: the game Phantom Doctrine must achieve a net margin of at least 5,000,000 PLN within twelve months of its release. This margin is defined as gross revenue minus all production, development, distribution, and marketing costs. The total number of shares issued under this program is capped at 5% of the company’s share capital to manage dilution while incentivizing the successful delivery and commercialization of the studio's key intellectual property.
