PCF Group S.A. increased its ownership stake in VR specialist Incuvo S.A. to approximately 62.25% through a non-cash capital contribution.
See it on page 9The acquisition involved the issuance of 136,104 Series E ordinary shares at 46.13 PLN per share, resulting in a total issuance value of 6.28 million PLN.
See it on page 1The transaction was completed in February 2023 by acquiring a 12.24% stake from investors Andrzej Wychowaniec and Radomir Kucharski.
See it on page 6PCF Group S.A. raised its total share capital to 601,726.60 PLN to facilitate the consolidation of Incuvo S.A. into its corporate structure.
See it on page 11The newly issued shares are subject to a lock-up period preventing sale until the end of 2024, ensuring alignment between Incuvo’s leadership and the Group's long-term goals.
See it on page 7The Board excluded pre-emptive rights for existing shareholders to expedite the integration of Incuvo’s VR expertise into the parent company’s portfolio.
See it on page 10PCF Group S.A., the parent company of the People Can Fly studio, has executed a strategic capital increase to consolidate its ownership of the virtual reality specialist Incuvo S.A. By issuing 136,104 Series E ordinary shares at a price of 46.13 PLN per share, the company raised its share capital to 601,726.60 PLN. This issuance was conducted via a private subscription targeting two specific investors, Andrzej Wychowaniec and Radomir Kucharski, in exchange for their combined 12.24% stake in Incuvo S.A. This non-cash contribution increases the Group’s total holding in the VR studio to approximately 62.25%, signaling a deeper commitment to the virtual reality segment of the gaming industry.
The transaction, finalized in February 2023, utilized a share price based on a six-month volume-weighted average to ensure a fair valuation of the 6.28 million PLN total issuance. To facilitate this acquisition, the Board excluded pre-emptive rights for existing shareholders, arguing that the move was essential for aligning the economic interests of Incuvo’s leadership with the long-term development goals of the broader Group. This integration of key VR expertise is further secured by a lock-up period on the newly issued shares, which prevents the investors from selling their holdings until the end of 2024.
Following the issuance, the new shares are slated for dematerialization and listing on the Warsaw Stock Exchange. This capital restructuring serves as a tactical maneuver to strengthen the Group’s internal capabilities and streamline its corporate structure. By bringing Incuvo’s executive leadership into the parent company’s shareholder base, the Group aims to foster a more unified approach to its expanding portfolio of high-end gaming projects across multiple platforms.