THIS ANNOUNCEMENT IS NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, WITHIN OR TO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SINGAPORE, SOUTH AFRICA, SOUTH KOREA, SWITZERLAND OR IN ANY OTHER JURISDICTION WHERE SUCH RELEASE, DISTRIBUTION OR PUBLICATION WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR ANY OTHER MEASURES IN ACCORDANCE WITH APPLICABLE LAW.
Disclosure of inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014
Media and Games Invest successfully places EUR 80 million of senior secured bonds at a coupon of 3 months Euribor plus 5.75 per cent
- Successful bond placement of EUR 80 million (Coupon 3mE+5.75%)
- Repayment of the existing EUR 50 million gamigo AG bond (Coupon 3mE+7.75%)
- Interest savings in the amount of 2.00 per cent
Hamburg 13 November 2020 – Media and Games Invest plc (“MGI” or the “Company”, ISIN: MT0000580101; Ticker M8G; Nasdaq First North Premier Growth Market and Scale Segment Frankfurt Stock Exchange) has successfully placed EUR 80 million of senior secured bonds following a bookbuilding process to qualified investors in the Nordics and continental Europe. The placement was made at a coupon of 3 months Euribor plus 5.75 per cent per annum and a tenure of four years.
The interest rate is 2.00 per cent below the interest rate for the existing EUR 50 million bond of gamigo AG (the “Existing Bond“). Part of the net proceeds will consequently be used to redeem the Existing Bond (ISIN: SE0011614445) maturing in October 2022. The remaining part of the net proceeds will be used for general corporate purposes of the group (including investments for organic growth, capital expenditures and acquisitions).
The transaction was well received among investors across the nordics and continental Europe, with participation in the placement from existing as well as new investors. Due to strong investor demand, the invested volume amounted to EUR 80 million.
Notice of redemption of the Existing Bond is expected to be sent to bondholders on 16 November 2020 through Nordic Trustee but has been published by gamigo AG today. The Existing Bond will be called for redemption in accordance with the terms and conditions at a price of 103.875 per cent of the nominal amount plus accrued but unpaid interest and will be redeemed on 10 December 2020.
The settlement of the new bond is expected to take place on 27 November 2020 and the bond will be issued at a price of 98.00 per cent of nominal amount. The bond will be listed on Nasdaq Stockholm and Frankfurt Stock Exchange Open Market with ISIN: SE0015194527.
The notice of conditional early redemption of the Existing Bond can be found in the parallel announcement issued by gamigo AG in the following link: https://corporate.gamigo.com/en/investors/.
Remco Westermann, CEO: “After we were able to confirm the confidence of our bond investors in our strategy over the past two years, it was only natural that the interest rate level had to adjust to our strong operating performance. In the past weeks, we have reviewed several refinancing options, including financing through bank loans. The bond gives us the most flexibility in executing our M&A strategy. I am very pleased that we were able to convince new investors of our work as well as existing bond investors of gamigo.”
Pareto Securities acted as Sole Bookrunner for the bond issue while Baker McKenzie and Gernandt & Danielsson Advokatbyrå acted as legal counsel to the Company and the Sole Bookrunner, respectively.
This information is such information Media and Games Invest plc is obliged to make public in accordance with the (EU) Market Abuse Regulation 596/2014. The information in this release has been made public through the agency of the responsible persons set out below for publication at the time stated by MGI’s news distributor EQS Newswire at the publication of this release. The responsible persons below may be contacted for further information.
For further information, please contact:
Chairman of the Board and CEO
+49 40 411 885206
Head of Investor Relations
+49 170 376 9571
About Media and Games Invest plc
Media and Games Invest plc is a digital games company with main operational presence in EMEA and North America. The company combines organic growth with value-generating synergetic acquisitions, demonstrating continuous strong, profitable growth. In the past 6 years, the MGI Group has successfully acquired more than 30 companies and assets. The acquired assets and companies are integrated and amongst others cloud technology is actively used to achieve efficiency gains and competitive advantages. The Company’s shares are listed on Nasdaq First North Premier Growth Market in Stockholm and in the Scale segment of the Frankfurt Stock Exchange. The Company’s subsidiary gamigo AG has a bond listed on Nasdaq Stockholm and on the Frankfurt Stock Exchange Open Market.
The Company’s certified advisor on Nasdaq First North Premier Growth Market is FNCA Sweden AB; email@example.com, +46-8-528 00 399.
Axel Mühlhaus / Dr. Sönke Knop
Telephone: +49 69 9055 05 51
This release does not constitute an offer, or a solicitation of any offer, to buy or subscribe for any securities in MGI in any jurisdiction, neither from MGI nor from someone else.
This release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the US Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There is no intention to register any securities referred to herein in the United States or to make a public offering of the securities in the United States. The information in this release may not be announced, published, copied, reproduced or distributed, directly or indirectly, in whole or in part, within or into Unites States, Australia, Canada, Hong Kong, Japan, New Zealand, Singapore, South Africa, South Korea, Switzerland or in any other jurisdiction where such announcement, publication or distribution of the information would not comply with applicable laws and regulations or where such actions are subject to legal restrictions or would require additional registration or other measures than what is required under applicable EU law. Actions taken in violation of this instruction may constitute a crime against applicable securities laws and regulations.
This release contains forward-looking statements that reflect the Company’s intentions, beliefs, or current expectations about and targets for the Company’s and the group’s future results of operations, financial condition, liquidity, performance, prospects, anticipated growth, strategies and opportunities and the markets in which the Company and the group operates. Forward-looking statements are statements that are not historical facts and may be identified by words such as “believe”, “expect”, “anticipate”, “intend”, “may”, “plan”, “estimate”, “will”, “should”, “could”, “aim” or “might”, or, in each case, their negative, or similar expressions. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurances that they will materialize or prove to be correct. Because these statements are based on assumptions or estimates and are subject to risks and uncertainties, the actual results or outcome could differ materially from those set out in the forward-looking statements as a result of many factors. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The Company does not guarantee that the assumptions underlying the forward-looking statements in this release are free from errors and readers of this release should not place undue reliance on the forward-looking statements in this release. The information, opinions and forward-looking statements that are expressly or implicitly contained herein speak only as of its date and are subject to change without notice. Neither the Company nor anyone else undertake to review, update, confirm or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this release, unless it is so required by law or applicable stock exchange rules.
Information to distributors
Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended (“MiFID II”); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together, the “MiFID II Product Governance Requirements”), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any “manufacturer” (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the shares in MGI have been subject to a product approval process, which has determined that such shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the “Target Market Assessment”). Notwithstanding the Target Market Assessment, Distributors should note that: the price of the shares in MGI may decline and investors could lose all or part of their investment; the shares in MGI offer no guaranteed income and no capital protection; and an investment in the shares in MGI is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Directed Share Issue.
For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the shares in MGI.
Each distributor is responsible for undertaking its own target market assessment in respect of the shares in MGI and determining appropriate distribution channels.