Tuesday, November 01, 2022 – Media and Games Invest SE (“MGI” or the “Company”, ISIN: MT0000580101; Ticker M8G; Nasdaq First North Premier Growth Market and Scale Segment Frankfurt Stock Exchange, OTCQX: MDGIF), held its Extraordinary General Meeting today on November 01, 2022.

Remco Westermann, CEO and Member of the Board of Directors

“Sweden will be Media and Games Invest SE’s new domicile. At today’s EGM all remaining necessary and formal resolutions were passed. Following this final approval by our shareholders, the technical execution of the relocation is planned for January 2023. Together with the expansion of the Board, the implementation of an Audit and a Remuneration Committee as well as the appointment of Deloitte as the Groups new Swedish Auditor, we have taken significant steps on the governance side in line with previous communication. Having grown quite fast, these changes were necessary to further professionalize and to support our future growth path. When we started this process, we did not envision how difficult a change of jurisdictions for a dual listed European company is. So, we are even happier now that the remaining part of the relocation is sheer implementation. Additionally, Deloitte was elected today as our new auditor; I am looking forward to work with them.”

Results of the Extraordinary General Meeting

In accordance with the proposals of the Board of Directors, the Extraordinary General Meeting resolved on the following agenda topics:

Ordinary resolutions

The following ordinary resolutions, each as described in detail in the notice for the Extraordinary General Meeting as previously published by the Company, were unanimously approved by the votes present:

  • Resolution to adopt principles and instructions for the nomination committee.
  • Approve the appointment of Deloitte Sweden AB as Auditors of the Company for FY 2023, effective from the date the Company’s registration as a Swedish company (pursuant to agenda item 11 below), and to authorize the Board of Directors to fix their remuneration.

The following ordinary resolution was approved with 99.97% of the votes present:

  • Resolution on the ESOP.

Extraordinary resolutions

The following extraordinary resolutions, each as described in detail in the notice for the Extraordinary General Meeting as previously published by the Company, were unanimously approved by the votes present:

  • Extraordinary resolution to approve the change in name of the Company from Media and Games Invest SE to MGI – Media and Games Invest SE and, to approve the new Memorandum and Articles of Association of the Company to effect this change.
  • Extraordinary resolution to approve a transfer proposal for the re-domiciliation of the Company from Malta to Sweden and to approve the new statutes of the Company to be adopted following its re-domiciliation and upon registration as a Swedish company.

The following extraordinary resolution was approved with 99.54% of the votes present:

  • Extraordinary resolution to authorise the Board of Directors to issue shares, options, warrants and convertibles in the Company.

As such all resolutions of the EGM have been approved by the shareholders.

A total of 45,917,167 shares were present at the Extraordinary General Meeting corresponding to 28.83% of total shares issued.

For more information on the resolution items, please see the Notice and Agenda at the following link: https://mgi-se.com/wp-content/uploads/2022/09/MGI-SE-EGM-2022-Notice-and-Agenda.pdf

Responsible parties

The information in this release has been made public through the agency of the responsible persons at MGI 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:

Sören Barz
Head of Investor Relations
+49 170 376 9571
soeren.barz@mgi-se.com, info@mgi-se.com

Jenny Rosberg, ROPA, IR contact Stockholm

Axel Mühlhaus / Dr. Sönke Knop, edicto GmbH, IR contact Frankfurt
+49 69 9055 05 51

About Media and Games Invest SE

Media and Games Invest SE (“MGI”) is an advertising software platform with strong first party games content. MGI’s main operational presence is in North America and Europe. The company combines organic growth with value-generating synergetic acquisitions, which has demonstrated continuous strong profitable growth with a revenue CAGR of 77% (2018 –2021). Next to strong organic growth, the MGI Group has successfully acquired more than 35 companies and assets in the past 6 years. The acquired assets and companies have been integrated and amongst others cloud technology is actively used to achieve efficiency gains and competitive advantages. MGI is registered as Societas Europaea in Malta (registration number SE 15) and its shares are listed on Nasdaq First North Premier Growth Market in Stockholm and in the Scale segment of the Frankfurt Stock Exchange. The Company has two secured bonds that are 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; info@fnca.se, +46-8-528 00 399.