Subject: Disclosure of inside information concerning initiation of negotiations and conclusion of an acquisition agreement with The Molasses Flood LLC
Legal basis: Art. 17 of MAR – Inside information
The Management Board of CD PROJEKT S.A. with a registered office in Warsaw, Jagiellońska 74 (hereinafter referred to as “the Company”), hereby publicly discloses inside information which arose on 29 June 2021 and was subjected to delayed disclosure under Art. 17 section 4 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (Market Abuse Regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC (hereinafter referred to as “MAR”), to wit:
On 29 June 2021 the Management Board of the Company initiated negotiations with members of The Molasses Flood LLC with a registered office in Newton Centre, USA (hereinafter referred to as “The Molasses Flood”) concerning acquisition of that company and takeover of The Molasses Flood studio by the CD PROJEKT Group. The Boston-based studio was founded in 2014 by gamedev industry veterans, who manage it to this day. It is known for developing survival games – The Flame in the Flood and Drake Hollow. The Molasses Flood will closely collaborate with CD PROJEKT RED while retaining full autonomy. It will work on its own project based on one of CD PROJEKT’s IPs.
The parties decided that The Molasses Flood will be formally acquired by a direct subsidiary of CD PROJEKT S.A. – specifically, by CD PROJEKT Inc. based in Venice, USA. On 22 October 2021 both entities concluded an investment agreement concerning the purchase of 60% of The Molasses Flood studio, establishing a schedule of transactions which will lead to the takeover of the remaining part, and inclusion of the studio’s employees in the organizational framework of the CD PROJEKT Group.
With the conclusion of negotiations and signing of the investment agreement, the Management Board of the Company took steps to increase the capital of CD PROJEKT Inc. to facilitate the first stage of acquisition of The Molasses Flood.
Pursuant to Art. 17 section 4 paragraph 3 of MAR, the Company notified the Financial Supervision Authority of its intent to proceed with delayed disclosure of the abovementioned inside information, along with a justification pointing out that the circumstances supporting delayed disclosure listed in Art. 17 section 4 items a) – c) of MAR apply in the presented case.
Disclaimer: This English language translation has been prepared solely for the convenience of English speaking readers. Despite all the efforts devoted to this translation, certain discrepancies, omissions or approximations may exist. In case of any differences between the Polish and the English versions, the Polish version shall prevail. CD PROJEKT, its representatives and employees decline all responsibility in this regard.