Share based incentive programme for employees
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. 4-2021
Copenhagen, April 23, 2021
Following the successful IPO and listing on Nasdaq First North Growth Market Denmark, the board of directors has decided to implement a share based long term incentive programme for employees as mentioned in the company description used for the IPO.
Trophy Games’ most important resource is our skilled and loyal team of employees. The purpose of the incentive programme is retention of employees and alignment of interests with the new investors in long term value creation.
The programme will be based on share options awarded to all employees except for members of the executive management.
The programme has options with two vesting periods and exercise periods, one set of options will vest over a period of three years and can be exercised after the third anniversary of the option grant, and the other set of options will vest over a period of two years and can be exercised prior to 1 January 2025. Both set of options can be exercised at a strike price of DKK 8 per share equal to the market price established for subscription by investors in the IPO. In the aggregate, the programme will include a maximum vesting of 422,953 options (each option exercisable for one share) equal to 1.54% of the share capital.
The theoretical market value of the programme is DKK 612,170.44 (both option sets) calculated under the Black Scholes method and assuming volatility of 25% and a risk-free rate of -0.25% p.a., and a term of three (3) years and four (4) weeks for one set of options and a term of three (3) years and eight (8) months for the other set of options.
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.