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34/2022 “Update on the status of the procedure to convert CI Games S.A. into a European company”

By 23 December 2022No Comments

Current report Number 34/2022

Date: December 23, 2022

Legal basis: Article 17 of MAR – Confidential Information

Subject: Update on the status of the procedure to convert CI Games S.A. into a European company

The Management Board of CI Games S.A., based in Warsaw (the "Company"), with reference to the
Company's current reports No. 18/2022 of July 28, 2022 and No. 31/2022 of September 12, 2022,
informs that the Company intends to continue the process of conversion into a European company
(SE), but with the modification mentioned below.
On December 23, 2022, the Company's Management Board adopted a new resolution on the
Company's planned conversion into a European Company ("SE"; "Converted Company"). The
Company's conversion into an SE will continue to be primarily aimed at increasing the Company's
exposure to investors in foreign capital markets by adopting a universal, supranational legal form
known in all countries of the European Union and beyond (the "Conversion").
After the Management Board's careful consideration of the various possible scenarios related to the
Company's transnational character as an SE, it is the intention of the Company's Management Board,
as expressed in the aforementioned Management Board's resolution, that the Conversion be carried
out, as planned to date, in accordance with Articles 2(4) and 37 of Council Regulation (EC) No.
2157/2001 of 8 October 2001 on the Statute for a European company (SE) (OJ L 294, p. 1, as
amended). However, the Conversion will not be accompanied by a change in the structure of the
Company's bodies, as originally planned, and as the Company communicated in current report No.
18/2022 dated July 28, 2022. The Company's Management Board considered it expedient for the
Company to continue its operations in the form of an SE, in which management and supervisory
functions will be divided, as they have been in the Company to date, between the Management
Board and the Supervisory Board. Otherwise, Conversion assumptions have not changed from those
communicated in the contents of current reports No. 18/2022, No. 19/2022 dated August 4, 2022,
and No. 21/2022 dated August 19, 2022.
In separate current reports, the Company will provide the full content of the new notice to
Shareholders of the Conversion, as required under the Code of Commercial Partnerships and
Companies, and will announce the convening of a general meeting to which a new Terms of
Conversion of the Company into the Converted Company will be submitted, including the
modifications mentioned above, the draft Statutes of the Converted Company, including draft
resolutions on the planned Conversion of the Company.
The Company's Management Board further announces that the legally required information on the
planned Conversion, including the new Conversion plan and other documents published by the
Company in connection with the Conversion, will be posted and available on the Company's website,
in a dedicated area, at inwestorskie/przeksztalcenie-spolki/ .

The above information has been recognized as confidential due to its importance to the Company's
SE conversion procedure, which is currently one of the strategic processes for the Company and its

Marek Tymiński – President of the Management Board

Disclaimer: This English language translation may contain certain discrepancies. In case of any
differences between the Polish and the English versions, the Polish version shall prevail.