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New listing of IRON WOLF STUDIO S.A. on NewConnect

The company IRON WOLF STUDIO S.A. was newly listed on NewConnect on 16 December 2021.

IRON WOLF STUDIO S.A. is the 380^th company listed on NewConnect and the 31^st new listing on NewConnect in 2021.

Key information

IRON WOLF STUDIO S.A. was established by Playway SA and three natural persons by a notary deed of 22 February 2017.

In the early period of operations, the Company focused on the board game project U-Boot: The Board Game, where the gameplay is supported by a dedicated mobile application which makes the game more realistic. In Q1 2018, the Company completed a collection on Kickstarter to raise funds for the board game project U-Boot: The Board Game, where it sold more than 18,000 copies of the game and raised a total of approximately PLN 3.71 million (product crowdfunding where in return for a monetary contribution the supporters receive a product which is the result of the work of the designer with the use of raised capital). In total, the Issuer’s board game project generated over PLN 5 million in revenue up to the date of the Information Document, including the funds raised on Kickstarter, revenue from the sale of add-ons, settlements with external partners, and revenue from reprints of the game.

In its video game development activities, the Issuer has been working since 2019 on Destroyer: The U-Boat Hunter, which is the Company’s key project scheduled for completion in Q4 2021/Q1 2022. The Issuer is also in the process of developing two further games: Sherman Commander (scheduled for completion in Q2 2022) and Nazi Busters (scheduled for completion in Q1 2023).

The Issuer holds the property rights to the games Farm Mechanic Mobile, TruckFix, Car Mechanic Simulator Mobile, Car Mania, Diner Mania, ESport Manager, acquired in 2019. In this business segment, the Issuer has licensed Simfabric SA and Ultimate Games SA to release ports of the games for Nintendo Switch. Revenue from this business amounted to approximately PLN 17 thousand in 2020.

As of the date of the Information Document, the Issuer’s team consists of 8 persons cooperating under contracts for specific work, 1 person cooperating with the Company as a self-employed individual and 1 person employed under an employment agreement. Moreover, the Issuer has signed cooperation agreements with 2 external entities whereby individuals are delegated to work for the Issuer depending on the Company’s needs.

The Company’s share capital is PLN 146,000 divided into 1,460,000 series A-E shares with a nominal value of PLN 0.10 each, including:

• 770,000 series A shares;
• 230,000 series B shares;
• 150,000 series C shares;
• 160,000 series D shares;
• 150,000 series E shares;

Public Offering of series D shares

The Public Offering of up to 160,000 series D shares was conducted between 30 September 2019 and 21 October 2019 by way of a public offering through a crowdfunding campaign on www.fundedbyme.com. As a result of the offering, 160,000 shares were taken up by 72 investors at an issue price of PLN 10 per share.

Public Offering of series E shares

The Public Offering of up to 150,000 series E shares was conducted between 30 June 2020 and 15 July  2020 by way of a public offering. As a result of the offering, 150,000 shares were taken up by 27 investors at an issue price of PLN 16 per share.

In the issue of series D and E shares, the Issuer raised in total PLN 4,000,000.

Selected financials of the Issuer:

The Company’s total revenues are mainly attributable to change in the inventory of products corresponding to the costs incurred by the Company for the production of games which are not yet being sold. The Issuer’s revenues from sales amounted to less than PLN 24 thousand in Q1-3 2021; the Company did not generate any sales revenue in Q3 2021 due to the earlier sale of the entire edition of the board game.

Company’s shareholders

• Playway SA – 656,200 shares representing 44.95% of the share capital and votes;
• Other related shareholders – 273,175 shares representing 18.71% of the share capital and votes;
• Other non-related shareholders  – 530,625 shares representing 36.34% of the share capital and votes;

Lock-up agreements

The main shareholder of the Company, the members of the management board, the chairman of the supervisory board of the Issuer and three natural persons presented the Authorised Adviser with commitments under temporary restriction of transferability of 941,575 shares in total, representing 64.49% of the share capital of the Issuer. The commitments are valid for a period of 9 months from the first listing of the Issuer’s shares on NewConnect.

Financial instruments newly listed on NewConnect:

• 770,000 series A shares;
• 230,000 series B shares;
• 150,000 series C shares;
• 160,000 series D shares;
• 150,000 series E shares;

(all outstanding shares of the Company)