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New listing of ROAD STUDIO S.A. on NewConnect

The company ROAD STUDIO S.A. was newly listed on NewConnect on 12 January 2022.

ROAD STUDIO S.A. is the 381^st company listed on NewConnect and the first new listing on NewConnect in 2022 . 

Key information

*at the proposed reference price equal to PLN 50.00

History/Business

Road Studio S.A. was established on 23 June 2020 on the basis of a notarial deed. The founders of the Company included Movie Games S.A. and Maciej Nowak. The Company was registered in the National Court Register on 24 July 2020.

The Issuer’s business is the production and publication of games in three simulator segments: Trucks (Truck Simulator series), Motorcycles (Motorcycle Simulator series), and other games related to the automotive industry. As at the date of the Information Document, the Issuer had not yet released any games or generated any revenue from game production/publishing. All projects are at the production stage. The projects have planned budgets ranging from PLN 350,000 to PLN 1.2 million and will be sold at prices ranging from USD 17 to USD 24 per copy.

The business to date has focused on the development of the first games. The Issuer plans to release the first full version of a game in Q1 2022 (Alaskan Truck Simulator), preceded by the release of a demo version.

The Issuer cooperates with Movie Games S.A., the majority shareholder of the Issuer holding 60.17% of its share capital and total number of votes at the General Meeting. The Issuer acquired from Movie Games S.A., for consideration, modules of three games and copyright in the titles: Alaskan Truck Simulator, American Motorcycle Simulator, and Car Wash Simulator.

The Issuer retains full operational independence: it has its own independent development team of 22 members who do not carry out any work for other Movie Games group entities; it has its own financial resources sufficient for development; and it operates independently.

As of the date of the Information Document, there were 4 titles in production and 3 titles in pre-production.

The Company’s strategy is to expand the development and publication of games connected with the automotive industry. The Issuer plans to complete at least 6 titles under its brand within a period of 2 years.

The share capital of the Company amounts to PLN 124,100 divided into 1,241,000 shares with a nominal value of PLN 0.1 each, including:

• 1,000,000 series A ordinary bearer shares,
•  101,000 series B ordinary bearer shares,
•  40,000 series C ordinary bearer shares,
•  100,000 series D ordinary bearer shares.

Issue of series A shares

Legal basis of the issue: founding deed of the joint stock company of 23 June 2020

Number of shares taken up and paid: 1,000,000

Issue price: equal to the nominal value  

Payment: in cash to the Issuer’s bank account

Issue of series B shares (public offering excluding subscription rights addressed to fewer than 150 persons)

Legal basis of the issue: Resolution of the Extraordinary General Meeting of 27 August 2020

Offering date: 27 August to 18 September 2020     

Number of shares taken up: 101,000

Issue price: PLN 39.69

Issue value:  PLN 4,008,690

Number of shareholders: 58 natural persons and 3 legal persons (not related to the Issuer)

Payment: in cash to the Issuer’s bank account

Issue of series C shares (excluding subscription rights, public offering worth less than EUR 1 million under an offering document prepared under Article 37a of the Public Offering Act)

Legal basis of the issue: Resolution of the Extraordinary General Meeting of 29 January 2021

Offering date: 9 to 23 February 2021

Number of shares in issue: 20,000 – 40,000

Number of shares taken up: 40,000

Issue price: PLN 50 (set at 29 January 2021)

Issue value:  PLN 2,000,000

Number of shareholders: 119 natural persons

Payment: in cash to the Issuer’s bank account

Issue of series D shares (the shares are not being introduced to trading)

Legal basis of the issue: Resolution of the Management Board of 25 June 2021 on increasing the Company’s share capital within the authorised capital

Number of shares in issue: 100,000

Issue price: equal to the nominal value  

Issue value:  PLN 10,000

Number of shareholders: the shares were taken up by Movie Games S.A.

Payment: in cash to the Issuer’s bank account

Shareholders

Selected financials (PLN):

*unaudited

Instruments introduced to trading on NewConnect:

• 1,000,000 series A ordinary bearer shares,
• 101,000 series B ordinary bearer shares,
• 40,000 series C ordinary bearer shares.