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MESSAGE _ENGLISH VERSION_
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Current report 16/2026
Date of preparation: 26 March 2026
Subject: Conclusion of agreements for the subscription of shares
and payment for series M ordinary bearer shares of the Company.
Legal basis: Art. 17_1_ MAR - confidential information.
THIS CURRENT REPORT AND THE INFORMATION CONTAINED HEREIN ARE SUBJECT TO
RESTRICTIONS AND ARE NOT INTENDED FOR PUBLICATION, ANNOUNCEMENT,
DISTRIBUTION OR TRANSMISSION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN
PART, IN THE TERRITORY OF THE UNITED STATES OF AMERICA, AUSTRALIA,
CANADA, SOUTH AFRICA, JAPAN OR OF OTHER COUNTRIES WHERE SUCH
PUBLICATION, ANNOUNCEMENT, DISTRIBUTION OR TRANSMISSION WOULD BE
UNLAWFUL. FURTHERMORE, THIS CURRENT REPORT IS FOR INFORMATION PURPOSES
ONLY AND DOES NOT CONSTITUTE AN OFFER OF SECURITIES IN ANY JURISDICTION.
PLEASE REFER TO THE IMPORTANT INFORMATION AT THE END OF THIS CURRENT
REPORT.
The Management Board of CI Games SE with its registered office in Warsaw
_the "Issuer," "Company"_, with reference to current report No. 13/2026
of 18 March 2026 _the "ABB Commencement Report"_ issued by the Company
and in connection with CI Games SE Management Board resolution of 18
March 2026 on increasing the Company's share capital within the limits
of the authorized capital by issuing new series M ordinary bearer shares
_"Series M Shares"_ through a private placement, through a public
offering, depriving the existing shareholders of the Company of all
preemptive rights in relation to all series M, determining the method of
setting the issue price of series M shares, applying for the admission
and introduction of series M shares to trading on the regulated market
operated by the Warsaw Stock Exchange, establishing the rules for
offering, conducting the book-building process, subscription, and
acquisition of series M shares, adopting a model agreement for the
acquisition of series M shares _subscription agreement for series M
shares_, consent to the conclusion by CI Games SE of a placement
agreement for the purposes of the offering and subscription of series M
shares, and amendments to the Company's Statute _"Issuance Resolution"_
and with reference to current report No. 14/2026 of 18 March 2026 _the
"ABB Completion Report"_ and resolution of the management board of the
Company on determining the issue price and final number of series M
shares issued by the Company in connection with the increase in share
capital within the authorized capital, concluding a price supplement to
the placement agreement, and adopting a preliminary list of subscribers,
hereby announces that, as a result of the accelerated book-building
process, the Company has concluded agreements with selected investors
for the subscription of _subscription agreements_ 28.000.000 Series M
Shares. The issue price per Series M Share was PLN 2.50 _two zlotys and
fifty groszy_, and the total value of the Series M Shares, understood as
the product of the final number of Series M Shares and the issue price,
was PLN 70,000,000 _seventy million zlotys_. The required cash
contributions to cover all subscribed Series M Shares were made in full.
IPOPEMA Securities S.A. and Dom Maklerski INC S.A. acted as managers and
joint bookrunners in connection with the Offering and subscription for
Series M Shares _the "Managers"_. IPOPEMA Securities S.A. also acts as
the settlement agent.
LEGAL DISCLAIMER
This current report has been prepared in accordance with the
requirements of Article 17_1_ of Regulation _EU_ No 596/2014 of the
European Parliament and of the Council of 16 April 2014 on market abuse
_market abuse regulation_ and repealing Directive 2003/6/EC of the
European Parliament and of the Council and Commission Directives
2003/124/EC, 2003/125/EC and 2004/72/EC, and Article 56_1__2_ of the Act
of July 29, 2005, on Public Offering, Conditions Governing the
Introduction of Financial Instruments to Organized Trading, and Public
Companies.
This current report is for informational purposes only and constitutes
the fulfillment of the disclosure obligations to which the Company is
subject as a public company whose shares are admitted to and traded on
the regulated market operated by the WSE and _i_ is not made available
for the purpose of promoting, directly or indirectly, the acquisition or
subscription of the Company's securities or encouraging, directly or
indirectly, their acquisition or subscription, and _ii_ does not
constitute advertising or promotional material prepared or published by
the Company for the purpose of promoting the Company's securities, their
subscription, purchase or offer, or for the purpose of encouraging
investors, directly or indirectly, to acquire or subscribe for such
securities.
This current report is not an advertisement within the meaning of
Article 22 of Regulation _EU_ 2017/1129 of the European Parliament and
of the Council of June 14, 2017, on the prospectus to be published when
securities are offered to the public or admitted to trading on a
regulated market, and repealing Directive 2003/71/EC.
This current report and the information contained herein are not
intended for publication, announcement or distribution, directly or
indirectly, in the territory of or to the United States of America,
Australia, Canada, Japan, South Africa or in other countries where the
public dissemination of the information contained in this current report
may be subject to restrictions or prohibited by law. The securities
referred to in this current report have not been and will not be
registered under the U.S. Securities Act of 1933, as amended _U.S.
Securities Act of 1933_ and may not be offered or sold in the United
States of America, except in transactions not subject to the
registration requirements of the U.S. Securities Act or pursuant to an
exemption from such registration requirements. This current report does
not constitute an invitation to underwrite, subscribe for, or otherwise
acquire or sell any securities in any jurisdiction.
This current report and the terms described herein may not form the
basis for any action by persons other than Eligible Investors or
Investors _as defined in the Issuance Resolution_. Any investments or
investment activities referred to in this current report and the terms
and conditions described therein are only relevant to Eligible Investors
or Investors. The Managers, apart from any obligations and liabilities
that may be imposed on the Managers under applicable law, its affiliates
or representatives do not and will not assume any responsibility and
make no representations or warranties, express or implied, as to the
accuracy or completeness of this current report.
In particular, the Managers shall not be liable to anyone other than the
Company in the context of providing protection to their clients or
providing advice on the Series M Share offering to entities other than
the Company.
The distribution of information about the Series M Shares offering,
including this current report, may be restricted by law in certain
jurisdictions. Neither the Company nor its affiliates have taken any
action that could or is intended to enable the Series M Shares offering
to be conducted in any jurisdiction, or to cause any offer or
advertising material relating to the Series M Shares, including this
current report, to be held or distributed in any jurisdiction where
action is required for that purpose.
This current report does not identify or suggest, nor is it intended to
identify or suggest, the risks _direct or indirect_ that may be
associated with an investment in Series M Shares. Any investment
decisions regarding the subscription or purchase of Series M Shares in
the offering of such shares must be made solely on the basis of publicly
available information that has not been independently verified by the
Managers.
This current report does not constitute a recommendation regarding an
investor's decision concerning the offer of Series M Shares. Each
investor or potential investor should conduct their own research,
analysis, and evaluation of publicly available information, including
that described in this current report.
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RB: Zawarcie umów objęcia akcji oraz opłacenie akcji zwykłych na okaziciela serii M Spółki.
