Relationships with debuts
New listing of KOOL2PLAY S.A. on NewConnect
The company KOOL2PLAY S.A. was newly listed on NewConnect on 22 February 2021.
KOOL2PLAY S.A. is the 376th company listed on NewConnect and the fifth new listing on NewConnect in 2021.
Key information
|
company name |
KOOL2PLAY S.A. |
|
seat |
Warsaw |
|
companies on NC |
376 |
|
new listings on NC in 2021 |
5 |
|
business sector |
Gaming |
|
companies in the sector |
43 |
|
core business |
Game production |
|
subscription/sale (Y/N, private/public) |
Y, public offering |
|
share price (public offering of series D shares) |
PLN 14.00 |
|
public offering value |
PLN 2,520,000 |
|
company valuation* |
PLN 20,112,400 |
|
value of introduced instruments * |
PLN 8,212,400 |
|
% free float (under 5% in shares subject to the application) |
66.86% |
|
free float value* (in shares subject to the application) |
PLN 5,490,800 |
|
% free float (under 5% in all shares) |
29.96% |
|
free float value* (in all shares) |
PLN 6,026,300 |
|
number of shareholders |
164 |
|
Authorised Advisor |
Kancelaria Adwokacka Kramer i Wspólnicy sp. j. |
|
Market Maker |
Dom Maklerski BDM SA |
*at the reference price of PLN 14.00 (equal to the issue price of series D shares issued in a public offering)
History/Business
Kool2Play sp. z o.o. was established in 2013. The Extraordinary General Meeting of Kool2Play sp. z o.o. on 12 March 2019 decided to transform the limited liability company into a joint-stock company. The joint-stock company was registered on 12 April 2019.
The Issuer is the parent entity of a group of companies. Its subsidiaries include: Kool Things sp. z o.o. (100% owned) and Kool Things sp. z o.o. sp. k.
Kool Things sp z o.o. was established to manage the general partnership Kool Things sp. z o.o. sp. k. Kool Things sp. z o.o. is a general partner of Kool Things sp. z o.o. sp. k.
Kool Things sp. z o.o. sp. k. is an agency which specialises in international marketing of games and related technology (software and hardware). The Company has completed several hundred promotion campaigns targeting the broad game market.
According to the development strategy of the Group, the Issuer is planning to change the Group structure by transforming Kool Things sp. z o.o. sp. k. into a limited liability company of which the Issuer will eventually be the single partner holding 100% of shares (to be completed by the end of Q1 2021).
Kool2Play SA is a game producer. The Company has great expectations for the release (delayed by approximately 18 months) of the game Uragun (early access), scheduled in Q2 2021.
The Company’s share capital is PLN 143,660 divided into 1,436,600 shares with a nominal value of PLN 0.10 per share including:
- 850,000 series A1 ordinary bearer shares,
- 150,000 series A2 ordinary bearer shares,
- 178,000 series B ordinary bearer shares,
- 78,600 series C ordinary bearer shares,
- 180,000 series D ordinary bearer shares.
Issue of series A2 shares
Basis of the issue: deed of transformation of a limited liability company into a joint-stock company of 12 March 2019
Number of shares taken up and paid: 150,000
Payment for the shares: assets of the limited liability company in connection with its transformation into a joint-stock company
Registration date: 12 April 2019
Issue of series B shares (private subscription with exclusion of pre-emptive rights)
Basis of the issue: Resolution of the Extraordinary General Meeting of 16 May 2019 amended on 29 July 2019
Offering date: 16 May – 26 September 2019
Number of shares taken up: 178.000
Issue price: PLN 5.65
Value of the issue: PLN 1,005,700
Number of shareholders: 15 (unrelated)
Registration date: 28 October 2019
Payment: cash
Transactions in series B shares
There were three transactions in 11,378 series B shares in aggregate at a price of PLN 5.65 per share from December 2019 to February 2020.
Issue of series C shares (private subscription with exclusion of pre-emptive rights)
Basis of the issue: Resolution of the Extraordinary General Meeting of 19 November 2019
Offering date: 19 November 2019 – 24 January 2020
Number of shares taken up: 78.600
Issue price: PLN 12.73
Value of the issue: PLN 1,000,578
Number of shareholders: 14 (unrelated)
Registration date: 19 February 2020
Payment: cash
Issue of series D shares (public offering with exclusion of pre-emptive rights under an offering document referred to in Article 37 a of the Offering Act)
Basis of the issue: Resolution of the Ordinary General Meeting of 4 June 2020
Offering date: 25 June – 17 July 2020
Number of shares taken up: 180,000
Issue price: PLN 14.00
Value of the issue: PLN 2,520,000
Number of shareholders: shares were allotted to 131 entities (129 natural persons and 2 legal persons) at the discretion of the Issuer’s Management Board in accordance with established rules of investor reduction and share allotment
Registration date: 21 September 2020
Payment: cash
Transactions in series D shares
A shareholder sold 57,200 series D shares in September 2020.
Shareholders
|
Shareholder
|
Number of shares |
Series |
% of share capital/ votes |
|
Marcin Marzęcki (CEO) |
362,900 |
A1 |
25.26 |
|
Michał Marzęcki (Board Member) |
362,900 |
A1 |
25.26 |
|
Aleksander Pakulski |
85,950 |
A1 |
5.98 |
|
Other |
38,250 |
A1 |
2.66 |
|
Arts Alliance S.A. (listed on NC) |
80,000 |
A2 |
5.57 |
|
One Two Play SA* |
114,400 |
D |
7.96 |
|
Other |
392,200 |
B, C and D |
27.30 |
|
Total |
1,436,600 |
|
|
*with its subsidiary, One Two Play Gaming sp. z o.o.
Selected financials (PLN):
|
|
(PLN) |
Q3 2020* |
2019 |
2018 |
|
|
revenue |
1,475,934 |
1,333,269 |
262,021 |
|
|
change of inventory |
1,363,667 |
1,150,501 |
00 |
|
|
net profit |
-129,284 |
130,180 |
147,377 |
|
|
equity |
5,050,073 |
2,556,830 |
639,067 |
|
|
liabilities and provisions |
292,618 |
92,866 |
116,035 |
Selected consolidated financials (PLN):
|
|
(PLN) |
Q3 2020* |
2019 |
2018** |
|
|
|
revenue |
3,186,348 |
3,602,921 |
262,021 |
|
|
|
change of inventory |
1,872,262 |
1,254,080 |
00 |
|
|
|
net profit |
139,012 |
277,262 |
147,377 |
|
|
|
equity |
5,143,503 |
2,381,963 |
639,067 |
|
|
|
liabilities and provisions |
1,179,526 |
853,613 |
116,035 |
|
|
|
|
||||
*unaudited
**separate data as no consolidated financial statements were prepared for 2018
Securities introduced to trading on NewConnect:
- 150,000 series A2 ordinary bearer shares,
- 178,000 series B ordinary bearer shares,
- 78,600 series C ordinary bearer shares,
- 180,000 series D ordinary bearer shares.