OFFERING OF NEW SHARES IN TROPHY GAMES DEVELOPMENT A/S WAS SUCCESSFULLY COMPLETED – THE OFFERING WAS OVERSUBSCRIBED BY 197%
NOT FOR RELEASE OR DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY JURISDICTION IN WHICH SUCH PUBLICATION OR DISTRIBUTION IS UNLAWFUL
This announcement does not constitute an offering circular, prospectus or other offer documents. No one should purchase or subscribe for any securities in TROPHY GAMES Development A/S ("TROPHY GAMES" or the "Company") except on the basis of information in the company description published by the Company in connection with the offering and admission of such securities to trading on Nasdaq First North Growth Market Denmark ("First North"), which is available on the Company's website.
Company Announcement No. 2-2021
Copenhagen, April 22, 2021
Today, TROPHY GAMES Development A/S announces the result of the Offering of shares in connection with the admission to trading of the Company’s shares on Nasdaq First North Growth Market Denmark cf. Company Announcement No. 1-2021 of April 7, 2021 and the Company Description published on April 7, 2021.
As planned, the offer period closed on April 20, 2021, 11:59pm (CET). The Company’s offer of between 5,000,000 and 7,412,500 new shares at an offer price of 8.00 DKK per share was fully subscribed and the company successfully received subscriptions for the maximum number of new shares, 7,412,500. With the proceeds from the Offering, TROPHY GAMES strives to support business operations, new game developments and organizational advancements. The Company aspires to utilize the raised capital for multiple strategic initiatives that will exponentially grow the business as well as increase the market share that the Company possesses. The strategic initiatives include acquisitions of competing games and game studios, new game developments, investments into existing game titles, investments into data science and AI, establishment of game incubator at new office location, as well as increased liquidity for user acquisitions.
In addition to the 3,750,000 shares that were allocated to investors in the pre-subscription, the Company received 3,801 orders for a total of 18,261,548 shares in connection with the public offering. Thus, the Company received orders for a total of 22,011,548 shares equal to an oversubscription of the total Offering of 197%.
The first day of trading on Nasdaq First North Growth Market Denmark is expected to be April 27, 2021 under the ticker “TGAMES” under permanent ISIN DK0061537206
TROPHY GAMES Development CEO, Søren Gleie states about the offering:
“We are very pleased with the great interest we have experienced during the subscription period. Both existing and new investors have acknowledged the growth potential of Trophy Games, but also that we already today run a very healthy and profitable business based on existing game titles. It is great that the Danish investors see opportunities in gaming companies. Hopefully this listing will help boost the Danish gaming scene and serve as inspiration for other Danish game developers. Now it's up to all of us at Trophy Games to set a good example and earn the trust that investors have shown us.”
TROPHY GAMES Development Chairman of the Board, Jan Dal Lerhmann states about the offering:
"It's a big day today for Trophy Games. The oversubscription shows that investors have the same high expectations of the company that I myself have. The team has already managed to create several successful global titles, and with the capital increase we can build on the solid foundation, speed up the development and expand marketing. In addition, we can start strategically acquiring complementary game studios. It will be an exciting growth journey! ”
SUMMARY OF THE OFFERING
- As a result of the Offering, TROPHY GAMES issues 7,412,500 shares of nominally DKK 0.02 each at a share price of DKK 8.00 per share.
- The gross proceeds for the Company are DKK 59,300,000 before transaction costs.
- Shares have been allocated to a total of 3,801 investor depositaries, in addition to the shares allocated to the pre-subscribers.
- The ‘free float’, which is the percentage of the share capital held by public investors, constitutes 26.85% of the share capital after the completion of the Offering.
- All subscription orders have been allocated 19.68% of the requested allocation, except for two individuals from Executive Management and Board of Directors with orders above DKK 250,000, where individual allocations have been made.
- The investors that pre-subscribed for 3,750,000 shares before the publication of the Company Description have all been allocated full subscription of shares.
- After completion of the Offering, the share capital of the Company will be increased from nominally DKK 400,000 distributed on 20,000,000 shares of DKK 0.02 to nominally DKK 548,250 distributed on 27,412,500 shares.
- Registration of the capital increase with the Danish Business Authority (in Danish: Erhvervsstyrelsen) is expected to take place on April 26, 2021, subject to settlement of the Offering.
- Settlement of the Offering will take place by delivery of shares in the temporary ISIN code. The temporary ISIN code will not be admitted to trading on Nasdaq First North Growth Market Denmark but will only be registered in VP Securities. First day of trading on Nasdaq First North Growth Market Denmark in the permanent ISIN DK0061537206, is expected on April 27, 2021. The temporary ISIN code, DK0061537123, is expected to be merged with the permanent ISIN code, DK0061537206, following and subject to settlement of the Offering and registration of the capital increase with the Danish Business Authority.
CONTACT INFORMATION
TROPHY GAMES Development A/S
Søren Gleie, CEO
Office (+45) 7172 7573
E-mail: soren@trophy-games.com
TROPHY GAMES Development A/S
Højbro Pl. 10, DK-1200 Copenhagen, Denmark
Certified Adviser
Grant Thornton
Jesper Skaarup Vestergaard
Mobile (+45) 31 79 90 00
Grant Thornton, Stockholmsgade 45, 2100 Copenhagen Ø, Denmark
ABOUT TROPHY GAMES
TROPHY GAMES is an innovative, Denmark-based game studio that develops and publishes mobile and PC games. The Company develops and publishes games with strategy and management challenges and predominantly focuses on football-themed games. Recently, the Company has ventured into additional game genres and the suite of games to be released in 2021 include an esports manager title and an auto battler title.
Since its official inception in 2006, the Company has developed and released five different games: (i) Trophy Manager (released 2006), (ii) Football Management Ultra (released 2013), (iii) Pro 11 – Football Manager Game (released 2017), (iv) Women’s Soccer Manager (WSM) – Football Management (released 2017), and (v) Futuball – Future Football Manager Game (released 2019). Furthermore, the Company has announced its release of a sixth (FIVE) and seventh (Warhammer AoS: Soul Arena) game in 2021. All games are released in +20 different languages to ensure broad global user accessibility.
With the vision of becoming the world’s leading strategy game studio, the Company has throughout the years strived to provide endless entertainment and challenging gameplay for all users, following its mission; “we create games, we want to play ourselves”.
Since its inception, the Company has developed exponentially and has grown significantly in both staffing, game portfolio and number of users, and naturally revenue.
Currently, the Company employs 23 employees, which includes 15 developers and four marketing employees.
IMPORTANT INFORMATION
This announcement is not an offer to sell or a solicitation of any offer to buy any securities issued by TROPHY GAMES Development A/S in any jurisdiction where such offer or sale would be unlawful and the announcement and the information contained herein are not for distribution or release, directly or indirectly, in or into such jurisdictions, including but not limited to, the United States, Australia, Canada or Japan.
This announcement does not constitute an offering circular, prospectus or other offer document and nothing herein contains an offering of securities. No one should purchase or subscribe for any securities in TROPHY GAMES Development A/S except on the basis of information in the company description published by the Company in connection with the offering and admission of such securities to trading on Nasdaq First North Growth Market Denmark ("First North"), which is available on the Company's website.
Neither the existing shares of TROPHY GAMES Development A/S nor the Offer Shares have been, or will be, registered under the United States Securities Act of 1933, as amended (“Securities Act”). Neither the existing shares nor the Offer Shares may be offered or sold, directly or indirectly, in or into the United States or to persons residing there. Moreover, the Offering is not made to persons resident in Australia, Hong Kong, Japan, Canada, New Zealand, South Africa, Switzerland, or Singapore or to persons whose participation would require the publication up of a prospectus, registration or other measures. Any application to subscribe for the Offer Shares in violation of these restrictions may be void. Persons who receive copies of this announcement are required to inform themselves about, and comply with, such restrictions. Any failure to comply with the restrictions described may result in a violation of securities regulations.
Certain statements in this announcement constitute forward-looking statements. Forward-looking statements are statements (other than statements of historical fact) relating to future events and the Company's anticipated or planned financial and operational performance. The words "targets", "believes", "expects", "aims", "intends", "plans", "seeks", "will", "may", "might", "anticipates", "would", "could", "should", "continues", "estimates" or similar expressions or the negative forms thereof, identify certain of these forward-looking statements. Other forward-looking statements can be identified in the context in which the statements are made. The Company has based these forward-looking statements on its current views with respect to future events and financial performance. By their nature, forward-looking statements are based on certain assumptions and projections on future events and financial performance, which involve a number of risks and uncertainties that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial consequences of the plans and events described herein. Actual results are likely to differ from those set forth in the forward-looking statements. Any forward-looking statements speak only as at the date of this document and neither the Company nor any of its respective affiliates, directors, officers, employees, advisors, or any other person is under any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. You should not and may not rely on these forward-looking statements.