World of Adventures™

November 07, 2018

Bulletin from the Extraordinary General Meeting on November 7, 2018

The extraordinary general meeting in G5 Entertainment AB (publ) (the "Company") was held at 7a Conference center, Strandvägen 7a in Stockholm, on November 7, 2018.

Petter Nylander was elected chairman of the meeting.

The meeting resolved, with the required majority and in accordance with the Board of Directors’ proposal, on the following matters:

Performance based long-term share program for executive management and key employees
It was resolved to implement a performance based, long-term incentive program for the executive management and key employees of the Company and its subsidiaries ("LTIP 2018"). The program is share-based include approx. 100 persons. The vesting period amounts to approx. 2.5 years. Following the end of the vesting period, the participants will be allotted ordinary shares in the Company free of charge, provided that certain performance conditions have been satisfied. Allotment of shares under LTIP 2018 requires that the participants remain employed by the Company or any of its subsidiaries during the entire vesting period. In addition, certain performance levels related to the development in the total shareholders’ return on the Company’s ordinary share ("TSR") must be reached. For allotment to take place, the TSR must exceed 95 per cent for the entire vesting period, corresponding to 31 per cent per year. Maximum allotment is awarded if the TSR reach or exceed 205 per cent for the entire vesting period, corresponding to 56 per cent per year.

No more than 120,000 ordinary shares may be allotted to the participants of LTIP 2018, corresponding to a dilutive effect of 1.3 per cent. The total costs for LTIP 2018 are estimated to approx. SEK 22 million at maximum allotment.

The purpose of LTIP 2018 is to increase the possibilities to recruit and retain competent employees and to increase the commitment and the motivation of the program participants and to strengthen the participants’ ties to the G5 group and its shareholders.

To secure delivery of shares under LTIP 2018, it was resolved, as set forth below, to introduce a new class of shares (class C shares) by amending the articles of association, to authorize the Board of Directors to resolve on a directed issue of class C shares, to authorize the Board of Directors to resolve on acquisition of own class C shares and to transfer own ordinary shares to the participants of LTIP 2018.

Performance based long-term share program for the CEO

It was resolved to invite the Company CEO, who is also a member of the Board of Directors, to participate in LTIP 2018. The CEO may be allotted no more than 10,000 shares under LTIP 2018.

Amendments of the articles of association – introduction of a new class of shares

The meeting resolved to amend the articles of association whereby a new class of shares (class C shares) is introduced. The class C share shall carry one tenth (1/10) vote per share and shall not entitle to dividend. Further, the class C share shall be redeemable upon a resolution by the Company’s Board of Directors or the general meeting of shareholders. The class C share shall also be convertible into ordinary shares upon a resolution by the Board of Directors or the general meeting of shareholders. The new class C shares shall be issued solely for the purpose of securing delivery of ordinary shares to the participants in share-based incentive programs as resolved by a general meeting of shareholders. In connection with the introduction of the new class C shares, the Company’s existing shares shall be named ordinary shares.      

Authorization for the Board to resolve on issuance of class C shares

The meeting resolved to authorize the Board of Directors during the period until the next annual general meeting, on one or more occasions, to increase the Company’s share capital by not more than SEK 12,000 through issuance of not more than 120,000 class C shares. With derogation of the shareholders' pre-emption rights, a bank shall be entitled to subscribe for the new class C shares at a subscription price corresponding to the quotient value of the shares. The purpose of the authorization and the reason for the derogation from shareholders' pre-emption rights in connection with the issue of class C shares is to secure delivery of shares to participants in LTIP 2018.

Authorization for the Board to resolve to acquire own class C shares

The meeting resolved to authorize the Board of Directors during the period until the next annual general meeting, on one or more occasions, to acquire own class C shares. The acquisitions may only be effected through a public offer directed to all holders of class C shares and shall comprise all outstanding class C shares. The number of shares acquired may not result in the Company holding at any time more than 10 per cent of the total number of shares in the Company. The acquisitions shall be conducted at a purchase price corresponding to the quotient value of the share. Payment for the class C shares shall be made in cash. The purpose of the authorization is to secure delivery of shares to participants in LTIP 2018.

Transfer of own ordinary shares

The meeting resolved to transfer no more than 120,000 ordinary shares in the Company (or such higher number of ordinary shares that may follow from a recalculation resulting from a bonus issue, split, preferential issue or similar measures). The ordinary shares shall be transferred, free of charge, to participants in LTIP 2018, who according to terms and conditions for LTIP 2018, are entitled to receive ordinary shares in the Company and in accordance with the other conditions for LTIP 2018. The reasons for the deviation from the shareholders’ pre-emption rights are that the transfer of shares is part of the execution of LTIP 2018.

More information about the Company can be found on www.g5e.se/corporate.

For additional information please contact:
Stefan Wikstrand, CFO, +46 76 00 11 115

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November 06, 2018

Interim Report January – September 2018

July – September 2018

  • Revenue for the period was SEK 341.9 M (268.3), an increase of 27 per cent compared to 2017.
  • EBIT for the period was SEK 25.3 M (32.6), a decrease of 23 per cent compared to 2017.
  • Net result for the period was SEK 22.7 M (27.9).
  • Earnings per share for the period, before dilution, was SEK 2.54 (3.17).
  • Cash flow before financing activities during the period was SEK -14.3 M (29.9). Cash flow was impacted by settlement of warrant program amounting to SEK 4.4 M (1.6). Cash flow amounted to SEK -9.9 (31.5).
  • For the free-to-play games the average Monthly Active Users (MAU) was 8.0 million, an increase of 10 per cent compared to the same period in 2017. Average Monthly Unique Payers (MUP) was 286.1 thousand, an increase of 5 per cent and average Daily Active Users (DAU) was 2.0 million, an increase of 13 per cent compared to the same period in 2017. Average Monthly Average Gross Revenue Per Paying User (MAGRPPU) was USD 44.2, an increase of 10 per cent from the same period last year.

For additional information please contact:
Vlad Suglobov, CEO, investor@g5e.com
Stefan Wikstrand, CFO, +46 76 00 11 11 5

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October 16, 2018

Nomination committee appointed ahead of 2019 Annual General Meeting of G5 Entertainment AB (publ)

In accordance with the resolution of the Annual General Meeting 2018, a Nomination Committee has been appointed consisting of representatives of the five largest shareholders at the end of August 2018.

The Nomination Committee consists of the following members:

  • Marianne Flink (representing Swedbank Robur Fonder)
  • Jeffrey Rose (representing Wide Development Limited)
  • Sergey Shults (representing Proxima Limited)
  • Petter Nylander (representing Purple Wolf Limited)
  • Tommy Svensk (representing Tommy Svensk)

The members of the Nomination Committee will appoint a Committee Chairman at their first meeting.

Shareholders wishing to submit proposals to G5 Entertainment’s nomination committee may do so by mail to G5 Entertainment AB (publ), Birger Jarlsgatan 18, 114 34 Stockholm, Sweden or by e-mail to nomination@g5e.com. Please note that proposals must be received by the nomination committee by February 1, 2019.

More information about the Company can be found on www.g5e.se/corporate.

For additional information please contact:
Stefan Wikstrand, CFO, +46 76 00 11 115

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October 09, 2018

Summon to Extraordinary General Meeting in G5 Entertainment AB (publ.)

N.B. This English text is an unofficial translation of the Swedish original of the notice to attend the Annual General Meeting in G5 Entertainment, and in case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.

Notice to Attend Extraordinary General Meeting of G5 Entertainment AB (publ)

The shareholders of G5 Entertainment AB (publ), reg. no 556680-8878, (the "Company") are hereby summoned to attend the Extraordinary General Meeting held at 5.00 pm (CET) on Wednesday, 7 November 2018, at 7a Conference center, Strandvägen 7a, Stockholm, Sweden.

NOTIFICATION

Shareholders who wish to attend the Extraordinary General Meeting must:

  • be recorded as shareholders in the share register maintained by Euroclear Sweden AB on Wednesday, 31 October 2018;
  • no later than Wednesday, 31 October 2018, preferably before 4 pm (CET), have given notice of their participation and potential assistants to G5 Entertainment AB, Birger Jarlsgatan 18 3 tr, 114 34 Stockholm or by e-mail agm@g5e.se stating full name, personal identification number or registration number, address, day-time phone number and when applicable information regarding any representative, proxy and/or at most two assistants.

Shareholders whose shares are nominee-registered must, in order to have the right to attend the Extraordinary General Meeting, request to be temporarily registered in the share register kept by Euroclear Sweden AB. The shareholder must instruct their nominee thereof in ample time prior to Wednesday, 31 October 2018, by which date such registration must be executed.

Shareholders represented by proxy shall issue a written and dated power of attorney signed by the shareholder. A power of attorney issued by a legal entity shall have a registration certificate attached, or if such certificate do not exist, equivalent documents. A power of attorney form for shareholders who wish to participate by proxy are available on the Company’s website (http://g5e.se/corporate). The power of attorney and the registration certificate may not be issued earlier than one year before the date of the general meeting, with the exception of the power of attorney specifies a longer period, up to a maximum of five years. The original power of attorney and any registration certificate must be available at the general meeting and copies should, in advance of the general meeting be sent to the Company at the address above.

PROPOSED AGENDA

  1. Opening of the general meeting
  2. Preparation and approval of the voting register
  3. Election of chairman of the general meeting
  4. Presentation and approval of the agenda
  5. Election of one or two persons to verify the minutes together with the chairman
  6. Determination of whether the meeting has been duly convened
  7. Resolution to implement a performance based, long-term share program for the executive management and key employees
  8. Resolution to implement a performance based, long-term share program for the Company’s CEO
  9. Resolution to amend the articles of association
  10. Resolution to authorize the Board to resolve on issuance of class C shares
  11. Resolution to authorize the Board to resolve to acquire own class C shares
  12. Resolution to transfer of own ordinary shares
  13. Closure of the meeting

PROPOSED RESOLUTIONS

Item 3 – Election of chairman of the general meeting

The Board proposes that Petter Nylander is appointed Chairman of the Extraordinary General Meeting.

Item 7 – Implementation a performance based, long-term share program for the executive management and key employees

Background and rationale

In connection with the Annual General Meeting 2018, the board expressed its intention to implement a new share based incentive program for the Company’s executive management and other key employees. At the time of the Annual General Meeting 2018, the preparatory documents were not sufficient to reach the sufficient majority of votes. The Board has now calculated the costs and considered possible motives for an incentive program of the mentioned kind. Following the Board’s calculations and consideration, the Board has decided to propose a performance based, long-term share program ("LTIP 2018"). All resolutions are proposed to be conditional upon one another and are therefore proposed to be adopted in connection with each other.

The Board is convinced that the proposed program will be beneficial to the Company’s shareholders as it will contribute to the possibilities to recruit and retain competent employees, is expected to increase the commitment and the motivation of the program participants and will strengthen the participants’ ties to the Group and its shareholders.

As stated in the principal terms and conditions below, LTIP 2018 is proposed to have a vesting period of approximately 2.5 years. This constitutes deviation from the Swedish Corporate Governance Code (the "Code"), pursuant to which the vesting period of share based incentive programs for members of the executive management is not to be less than three years. The reason for the deviation from the Code is to enable the coming annual general meetings to adopt renewed performance based, long-term share programs with a vesting period of three years.

The Board proposes that the Company’s CEO, who is also a director of the Company, shall be given the opportunity to participate in LTIP 2018. The proposal regarding the CEO’s participation in LTIP 2018 is presented in a separate item 8 below.

Principal terms and conditions

  1. LTIP 2018 is proposed to include approximately 100 members of the executive management and other key employees of Company and its subsidiaries. Participants are offered to be allotted, free of charge, ordinary shares in the Company ("Performance Shares"), provided that the participant remains employed by the Company or any of its subsidiaries until the date of publication of the Company’s interim report January – March 2021, estimated to be released on 5 May 2021.
  2. The allotment of Performance Shares relates to the development in the total shareholders return of the Company’s ordinary share ("TSR") calculated from the volume weighted average price of the Company’s share for the period from November 8, 2018 up to and including November 14, 2018 compared to the volume weighted average price of the Company’s share for a corresponding measurement period following publication of the interim report January – March 2021, estimated to be released on May 5, 2021 (the "Performance Period"). TSR is the development of the share price, plus dividend payments, expressed in percentage for a specific period.
  3. In order for allotment of Performance Shares to take place, the TSR must exceed a minimum level of 95 per cent for the entire Performance Period equal to 31 per cent per year during the Performance Period (the "Threshold Level"). Maximum allotment is awarded if the TSR reach or exceed a level of 205 per cent for the entire Performance Period equal to 56 per cent per year during the Performance Period (the "Target Level").
  4. Not more than 120,000 Performance Shares may be allotted under the program. Provided that the TSR increase reaches the Target Level, the participants may be allotted the following maximum number of Performance Shares per person within six groups;
    • Group 1: the COO – 10,000 Performance Shares
    • Group 2: approx. 2 key employees – 4,200 Performance Shares
    • Group 3: approx. 7 key employees – 3,300 Performance Shares
    • Group 4: approx. 14 key employees – 1,700 Performance Shares
    • Group 5: approx. 37 key employees – 500 Performance Shares
    • Group 6: approx. 28 key employees – 250 Performance Shares
  5. Invitation to participate in LTIP 2018 shall be provided by the Company no later than 30 November 2018. Application for participation shall be submitted to the Company no later than 14 December 2018. Additional member of the executive management and/or key employees, who have not started their employment prior to the last date of application for participation, may be invited to participate in LTIP 2018 provided that their employment is started on or before 31 December 2018 and that the Board considers it consistent with the rationale of LTIP 2018.
  6. The number of Performance Shares included in LTIP 2018 is subject to customary recalculation by the Board due to changes in the capital structure, such as bonus issue, consolidation or split of shares, new issue or reduction of the share capital or similar measures.
  7. Before the number of Performance Shares to be allotted is finally determined, the Board shall examine whether the allotment is reasonable considering the Company’s financial results and position, the conditions on the stock market as well as other circumstances, and if not, as determined by the Board, reduce the number of shares to be awarded to the lower number of shares deemed appropriate by the Board.
  8. The Board, or a committee established by the Board for this purpose, will be responsible for the detailed drafting and management of LTIP 2018, within the scope of the principal terms and conditions as specified. The Board shall thereupon be entitled to make adjustments to meet specific rules or market conditions abroad. The Board shall also be entitled to make other adjustments provided that there are substantial changes in the Group or its surroundings which would signify that conditions for allocation in accordance with LTIP 2018 are no longer appropriate.
  9. Participation in LTIP 2018 presupposes that such participation is legally and suitably possible and that the administrative costs and financial efforts are reasonable in the opinion of the Board.
  10. The Board is entitled to introduce an alternative incentive solution for employees in countries where participation in LTIP 2018 is not appropriate. Such alternative incentive solution shall, as far as practicable, be formulated employing the same conditions as LTIP 2018.

Costs of LTIP 2018

The total costs of LTIP 2018 if the maximum number of Performance Shares is allotted are estimated to SEK 22,042,732 upon reaching full allocation, which corresponds to approximately 25 per cent of total employment costs for 2017. The costs will be allocated over the years 2018–2021. The costs have been calculated as the sum of salary costs, including social costs, and administration costs for the program. Administration costs are estimated to be less than SEK 1,000,000. If no allotment of shares is made, only expenses for administration will arise.

The salary costs have been calculated based on the value, at the start of the program, of the Performance Shares that may be allotted if the Target Level is reached, with a reduction of the present value of estimated dividend payments during a three-year period. The estimate on maximum costs assumes that Target Level is reached and that the number of participants that will end their employment with the Group during the Performance Period is the same as the historical average. In the calculation, a share price of SEK 336 per share has been applied.

The number of outstanding shares is estimated to increase with not more than 120,000 shares. Such maximum increase would have a dilutive effect of approximately 1.3 per cent.

Effect on certain key ratios

The costs and dilution are expected to have marginal effect on key ratios of the Company.

The annual cost of LTIP 2018 including social charges is estimated to be approximately SEK 1.7 million based on the above assumptions. This cost can be related to the Company’s total employment costs, including social charges, of SEK 88,956,000 in 2017.

Delivery of shares within the framework of LTIP 2018

In order to implement LTIP 2018 in a cost-efficient and foreseeable way, the Board has considered various alternatives for delivery of ordinary shares to the participants in the program. In this respect, the Board has found the most cost-efficient method to include the following steps:

  1. A new class of shares (class C shares), with the sole purpose of facilitating the delivery of ordinary shares under LTIP 2018, is introduced in the Company’s articles of association. The new class C share is proposed to be convertible into ordinary shares and redeemable upon a resolution by the Board or the general meeting of shareholders. The new class C share will not be subject to trading on Nasdaq Stockholm or any other exchange or trading platform. For the purpose of this step 1), the Board proposes that the Extraordinary General Meeting resolves to amend the Company’s articles of association as set out in item 9 below.
  2. The Board resolves on a directed issue of class C shares to an assisting bank at a price corresponding to the quotient value (SEK 0.1 per share). For the purpose of this step 2), the Board proposes that the Extraordinary General Meeting authorizes the Board to resolve on issuance of class C shares as set out in item 10 below.
  3. The Board resolves to reacquire the class C shares from the assisting bank at the quotient value of SEK 0.1 per share. For the purpose of this step 3), the Board proposes that the Extraordinary General Meeting authorizes the Board to resolve to acquire own class C shares.
  4. The Company will hold its own class C shares until the end of the Performance Period under LTIP 2018. When the number of ordinary shares to be delivered under LTIP 2018 has been calculated, the Board will resolve to convert class C shares held by the Company into ordinary shares to the extent needed to fulfil the Company’s commitments under LTIP 2018, while the remaining class C shares will be redeemed or kept by the Company to secure delivery of ordinary shares under other share-based incentive programs adopted by the general meeting of shareholders. The possibility to convert and redeem class C shares is included in the proposed amendment of the Company’s articles of association (item 9 below).
  5. The ordinary shares held by the Company following completion of the conversion of class C shares, are transferred, free of charge, to the participants in LTIP 2018 who, according to the terms and conditions for LTIP 2018, are entitled to receive ordinary shares in the Company. For the purpose of this step 5), the Board proposes that the Extraordinary General Meeting resolves to transfer own ordinary shares as set out in item 12 below.

Preparation of the proposal

The proposal for LTIP 2018 has been prepared by the Company’s Remuneration Committee and the Board with the support of independent expertise and in consultation with major shareholders.

Vlad Suglobov, Board member and CEO, has not participated in preparing the proposal for LTIP 2018.

Previous incentive programs in the Company

For a description of the Company’s other share or share-price related incentive plans, reference is made to the annual report of 2017, note C13, and the Company’s website, www.g5e.com/corporate/share.

Majority requirement

A valid resolution in respect of the Board’s proposal at the general meeting requires that the resolution be supported by shareholders with more than half of the votes cast or, in the event of a tied vote, through the chairman exercising his casting vote.

Item 8 – Implementation a performance based, long-term share program for the Company’s CEO 

It is further suggested that the Company’s CEO, who is also a director of the Company, shall be given the opportunity to participate in LTIP 2018 on the terms set out in item 7 above. The CEO may be allotted a maximum number of 10,000 Performance Shares under LTIP 2018.

Majority requirement

A valid resolution in respect of the Board’s proposal at the general meeting requires that shareholders at the general meeting representing both at least 9/10 of the number of votes cast and the number of shares represented voting for the proposal. Any shares held by the CEO shall be disregarded in the voting.

Item 9 – Amendments of the articles of association

In order to secure delivery of Performance Shares to the participants in the proposed incentive program LTIP 2018 (items 7-8 above), the Board proposes that a new class of shares, named class C shares, is introduced. The new class C shares shall be issued solely for the purpose of securing delivery of ordinary shares to the participants in share-based incentive programs as resolved by a general meeting of shareholders. In connection with the introduction of the new class of shares, the Board proposes that the class of shares currently existing is named ordinary shares. The class C share shall carry one tenth (1/10) vote per share and shall not entitle to dividends. Further, the class C share shall be redeemable upon a resolution by the Board or the general meeting of shareholders. The class C share shall also be convertible into ordinary shares upon a resolution by the Board or the general meeting of shareholders.

Thus, the Board proposes that the general meeting resolves that § 5 in the articles of association shall have the following wording:

"5§. The number of shares shall be not less than 5,000,000 and not more than 20,000,000.

Shares may be issued in two classes, ordinary shares and class C shares. Class C shares shall be issued solely for the purpose of securing delivery of ordinary shares to participants in share based incentive programs as resolved  by a general meeting of shareholders.

The ordinary shares shall carry one vote each and the class C shares shall carry one tenth vote each. Shares of either class may be issued up to an amount corresponding to the entire share capital.

Class C shares do not entitle to dividends. Upon the company’s liquidation, class C shares carry equivalent right to the company’s assets as other shares, however not to an amount exceeding the quotient value of the share.

Should the company resolve on an issue of new ordinary shares and class C shares, against other payment than contribution in kind, each holder of ordinary shares and class C shares has preferential rights to subscribe for new shares of the same class in proportion to the number of old shares held by such holder (primary preferential rights). Shares not subscribed for with primary preferential rights shall be offered for subscription to all shareholders in the company (subsidiary preferential rights). If the number of shares so offered is less than the number subscribed for with subsidiary preferential rights, the shares shall be disturbed among the subscribers in proportion to the number of shares already held, or, to the extent that this is not possible, by lot.

Should the company resolve on an issue of new shares solely of ordinary shares or class C shares, against other payment than contribution in kind, all shareholders, irrespective of which class of shares held, are entitled to preferential rights to subscribe for new shares in proportion to the number of shares previously held.

The stipulations above regarding preferential rights shall apply mutatis mutandis for new issues of warrants and convertible debentures, and shall not limit the possibility to resolve on an issue of shares in with deviation from the shareholders’ pre-emption rights.

If the share capital is increased by a bonus issue, where new shares are issued, new shares shall be issued in relation to the number of shares of the same classes already held. In such cases, old shares of a specific class shall entitle to new shares of the same class. Following a requisite amendment of the articles of association, the aforementioned stipulation shall not infringe on the possibility to issue shares of a new class by a bonus issue.

Reduction of the share capital, however not below the minimum share capital, may, following a resolution by the company’s board of directors or general meeting, be made by redemption of class C shares. When a resolution on reduction has been passed, an amount corresponding to the reduction amount shall be transferred to the company’s equity reserves, if required funds are available. The redemption payment per class C share shall correspond to the quotient value of the share.

Following notice of the redemption resolution, holders of class C shares shall promptly receive payment for the class C share, or, if authorization from the Swedish Companies Registration Office or a court is required, following notice that the final decision has been registered.

Class C shares held by the company, may, upon a resolution by the company’s board of directors or general meeting, be reclassified into ordinary shares. Immediately thereafter, the board of directors shall report the reclassification to the Swedish Companies Registration Office (Sw. Bolagsverket) for registration. The reclassification is effected then it has been registered and the reclassification been noted in the Swedish Central Securities Depository."

Majority requirement

A valid resolution in respect of the Board’s proposal at the general meeting requires that shareholders at the general meeting representing both at least two thirds (2/3) of the number of votes cast and the number of shares represented voting for the proposal.

Item 10 – Authorization for the Board to resolve on issuance of class C shares

The Board proposes that the general meeting resolves to authorize the Board, during the period until the next annual general meeting, on one or more occasions, to increase, the Company’s share capital by not more than SEK 12,000 through issuance of not more than 120,000 class C shares, each with a quotient value of SEK 0.1. With derogation of the shareholders' pre-emption rights, a bank shall be entitled to subscribe for the new class C shares at a subscription price corresponding to the quotient value of the shares. The purpose of the authorization and the reason for the derogation from shareholders' preferential rights in connection with the issue of class C shares is to ensure delivery of shares to participants in the proposed incentive program LTIP 2018 (items 7-8 above).

Majority requirement

A valid resolution in respect of the Board’s proposal at the general meeting requires that shareholders at the general meeting representing both at least two thirds (2/3) of the number of votes cast and the number of shares represented voting for the proposal.

Item 11 – Authorization for the Board to resolve to acquire own class C shares

The Board proposes that the general meeting resolves to authorize the Board, during the period until the next annual general meeting, on one or more occasions, to acquire its own class C shares. The acquisitions may only be effected through a public offer directed to all holders of class C shares and shall comprise all outstanding class C shares. The number of shares acquired may not result in the Company holding at any time more than 10 per cent of the total number of shares in the Company. The acquisitions shall be conducted at a purchase price corresponding to the quotient value of the share. Payment for the class C shares shall be made in cash. The purpose of the authorization is to acquire own class C shares is to ensure the Company’s is able to fulfil its obligations under the proposed incentive program LTIP 2018 (items 7-8 above).

Majority requirement

A valid resolution in respect of the Board’s proposal at the general meeting requires that shareholders at the general meeting representing both at least two thirds (2/3) of the number of votes cast and the number of shares represented voting for the proposal.

Item 12- Transfer of own ordinary shares

The Board proposes that the general meeting resolves to transfer ordinary shares in the Company as follows:

  • A maximum of 120,000 ordinary shares in the Company may be transferred (or such higher number of ordinary shares that may follow from a recalculation resulting from a bonus issue, split, preferential issue or similar measure).
  • The ordinary shares may be transferred, free of charge, to participants in LTIP 2018 who, according to the terms and conditions for LTIP 2018, are entitled to receive ordinary shares in the Company.
  • Transfers of ordinary shares shall be made at the point in time and in accordance with the other conditions that the participants of LTIP 2018 are entitled to receive grants of ordinary shares.

The reasons for the deviation from the shareholders’ pre-emption rights are that the transfer of shares is part of the execution of LTIP 2018. The Board therefore is of the opinion that it is beneficial to the Company to transfer shares in accordance with the proposal.

Majority requirement

A valid resolution in respect of the Board’s proposal at the general meeting requires that shareholders at the general meeting representing both at least 9/10 of the number of votes cast and the number of shares represented voting for the proposal.

NUMBER OF SHARES AND VOTES IN THE COMPANY

The Company has on issue of this notice, a total of 8,983,850 shares, representing a total of 8,983,850 votes. The Company does not have any treasury shares.

OTHER

All resolutions pursuant to items 7-12 at the Extraordinary General Meeting are mutually conditional upon one another. 

The shareholders have the right to request information from the board of directors and the managing director at the general meeting pursuant to Chapter 7, Section 32 of the Swedish Companies Act regarding circumstances which may affect the assessment of a matter on the agenda and circumstances which may affect the assessment of the Company’s financial position. The board of directors and the managing director is obliged to provide such information provided that the board of directors believes that provision may take place without significant harm to the Company. This obligation also applies in relation to group companies, group accounts and such other circumstances mentioned above in respect of group companies.

The Board’s complete proposals and documents pursuant to Chapter 19, Sections 22 and 24 will be available at the Company’s office no later than three weeks before the extraordinary general meeting, and is mailed upon request in connection therewith to shareholders’ stating their address. The documents will also be available at the Company’s website www.g5e.com/corporate and be presented at the general meeting.

                                  

Stockholm in October 2018

G5 Entertainment AB (publ)

Board of Directors

 

More information about the Company can be found on www.g5e.se/corporate.

For additional information please contact:
Stefan Wikstrand, CFO, +46 76 00 11 115

PDF

September 28, 2018

Number of shares in G5 Entertainment AB (publ) on September 28, 2018

During September a total of 20,000 new shares were issued as a result of the subscription of warrants issued under an employee stock option plan adopted at the Annual General Meeting on May 20, 2015. The total number of shares in G5 Entertainment AB (publ) as of September 28, 2018 amounts to 8,983,850 shares.

As one share entitles one (1) vote, the total number of votes in the company after the issue amounts to 8,983,850 votes.

More information about the Company can be found on www.g5e.se/corporate.

For additional information please contact:
Stefan Wikstrand, CFO, +46 76 00 11 115

PDF

August 31, 2018

Number of shares in G5 Entertainment AB (publ) on August 31, 2018

During August a total of 22,450 new shares were issued as a result of the subscription of warrants issued under an employee stock option plan adopted at the Annual General Meeting on May 20, 2015. The total number of shares in G5 Entertainment AB (publ) as of August 31, 2018 amounts to 8,963,850 shares.

As one share entitles one (1) vote, the total number of votes in the company after the issue amounts to 8,963,850 votes.

More information about the Company can be found on www.g5e.se/corporate.

For additional information please contact:
Stefan Wikstrand, CFO, +46 76 00 11 115

PDF

August 01, 2018

Number of shares in G5 Entertainment AB (publ) on July 31, 2018

During July a total of 21,700 new shares were issued as a result of the subscription of warrants issued under an employee stock option plan adopted at the Annual General Meeting on 20 May 2015. The total number of shares in G5 Entertainment AB (publ) as of July 31, 2018 amounts to 8,941,400 shares.

As one share entitles one (1) vote, the total number of votes in the company after the issue amounts to 8,941,400 votes.

More information about the Company can be found on www.g5e.se/corporate.

For additional information please contact:
Stefan Wikstrand, CFO, +46 76 00 11 115

PDF

July 27, 2018

Interim Report January – June 2018

April – June 2018

  • Revenue for the period was SEK 394.8 M (275.9), an increase of 43 per cent compared to 2017.
  • EBIT for the period was SEK 50.1 M (32.1), an increase of 56 per cent compared to 2017.
  • Net result for the period was SEK 45.0 M (29.0).
  • Earnings per share for the period, before dilution, was SEK 5.07 (3.30).
  • Cash flow before financing activities during the period was SEK 39.2 M (7.0). Cash flow was impacted by dividend amounting to SEK -22.2 M (-6.6) and settlement of warrant program amounting to SEK -9.1 M (0.0). Cash flow amounted to SEK 8.0 (0.4).
  • For the free-to-play games the average Monthly Active Users (MAU) was 8.2 million, an increase of 11 per cent compared to the same period in 2017. Average Monthly Unique Payers (MUP) was 321.5 thousand, an increase of 18 per cent and average Daily Active Users (DAU) was 2.1 million, an increase of 22 per cent compared to the same period in 2017. Average Monthly Average Gross Revenue Per Paying User (MAGRPPU) was USD 46.2, an increase of 21 per cent from the same period last year.

For additional information please contact:
Vlad Suglobov, CEO, investor@g5e.com

Stefan Wikstrand, CFO, +46 76 00 11 11 5

PDF

June 30, 2018

Number of shares in G5 Entertainment AB (publ) on June 30, 2018

During June a total of 30,000 new shares were issued as a result of the subscription of warrants issued under an employee stock option plan adopted at the Annual General Meeting on 20 May 2015. The total number of shares in G5 Entertainment AB (publ) as of June 30, 2018 amounts to 8,919,700 shares.

As one share entitles one (1) vote, the total number of votes in the company after the issue amounts to 8,919,700 votes.

More information about the Company can be found on www.g5e.se/corporate.

For additional information please contact:
Stefan Wikstrand, CFO, +46 76 00 11 115

PDF

May 15, 2018

G5 acquires Nightmares from the Deep and Kate Malone from Artifex Mundi

G5 Entertainment informs that today the company signed a contract ("Agreement") with Artifex Mundi S.A under which G5 purchases the ownership of all rights to the games Nightmares from the Deep®: A Hidden Object Adventure and Kate Malone: Hidden Object Detective ("Games"). G5 Entertainment will pay a fixed part in the amount of USD 600,000, payable in four installments through the end of 2018.

The purchase agreement also includes a variable part based on the performance of the Games, with an upper limit on such variable payments of USD 500,000, and additional standard terms and conditions consistent with industry standards, including a noncompete clause with regard to free-to-play games in the hidden object genre, similar to the content purchased.

For G5 Entertainment the acquisition is another step to consolidate the ownership of the games in the portfolio. With G5’s knowledge of the genre of hidden object games, where the company is the world leader, the company is confident that it can improve the game’s performance and deliver value to the shareholders.

More information about the Company can be found on www.g5e.se/corporate.

For additional information please contact:
Vlad Suglobov, CEO, investor@g5e.com
Stefan Wikstrand, CFO, +46 76 00 11 115

PDF

May 07, 2018

Bulletin from Annual General Meeting

The annual general meeting of G5 Entertainment AB (publ) was held at 7a Conference center, Strandvägen 7a in Stockholm, on May 7, 2018.

Petter Nylander was elected chairman of the meeting. During the meeting CEO Vlad Suglobov gave a presentation of the 2017 financial year and the current status of G5 Entertainment AB (publ).

The meeting, amongst other things, decided on the following matters:

Members of the Board of directors and remuneration to the Board of directors
Chris Carvalho, Petter Nylander, Jeffrey Rose, Vlad Suglobov (CEO), Johanna Fagrell Köhler and Stefan Lundborg were re-elected as members of the board. Petter Nylander was appointed chairman of the board. It was resolved that the remuneration to the board should comprise of SEK 450,000 to the chairman and SEK 250,000 to each of the other members appointed by the general meeting and not employed by the company. It was also resolved that fees for the upcoming term, in addition to directors ' fees, shall be paid to the members of the company's Audit Committee and the Compensation Committee. The fee to the chairman of the Audit Committee shall amount to SEK 80,000 and SEK 50,000 each, to be paid to the other members of the Audit Committee and the fee to the chairman of the Compensation Committee shall amount to SEK 50,000 and SEK 30,000 each to be paid to the other members of the Compensation Committee

Dividend
The meeting approved to pay a dividend of SEK 2.50 per share, in total SEK 22,134,385, as suggested by the Board. Payment from Euroclear is estimated to be made on May 15, 2017.

Discharge from liability
The meeting decided to discharge the board and the CEO from liability for the financial year 2017.

Auditor
The meeting resolved to elect PwC as audit firm with Aleksander Lyckow as auditor in charge for the period until the end of the next annual general meeting. The meeting also resolved that remuneration to the auditors shall be paid on approved invoices.

Nomination committee
The meeting approved the nomination committee's proposal regarding guidelines for the nomination committee.

Remuneration to senior executives
The meeting resolved to adopt the Board’s proposal for guidelines for remuneration to senior executives.

Authorization, share issue
The meeting resolved to authorize the Board for the period until the next annual general meeting, on one or more occasions, to decide to issue a maximum of  885,375 shares in order to facilitate acquisitions and raising capital.

Repurchase of warrants
The meeting resolved to authorize the Board, until the next Annual General Meeting and on one or more occasions, to resolve on repurchase of warrants issued by the annual general meeting 2015. The price for the repurchase of warrants shall correspond to the market value.

More information about the Company can be found on www.g5e.se/corporate.

For additional information please contact:
Stefan Wikstrand, CFO, +46 76 00 11 115

PDF

May 03, 2018

Interim Report January – March 2018

January – March 2018

  • Consolidated revenue for the period was SEK 372.6 M (234.5), an increase of 59 per cent compared to 2017. 
  • EBIT for the period was SEK 49.4 M (21.1), an increase of 134 per cent compared to 2017. 
  • Net result for the period was SEK 44.0 M (18.7).
  • Earnings per share for the period, before dilution, was SEK 4.99 (2.12).
  • Cash flow before financing activities during the period was SEK 9.0 M (-2.3),
  • For the free-to-play games the average Monthly Active Users (MAU) was 8.9 million, an increase of 37 per cent compared to the same period in 2017. Average Monthly Unique Payers (MUP) was 337.8 thousand, an increase of 43 per cent and average Daily Active Users (DAU) was 2.2 million, an increase of 52 per cent compared to the same period in 2017. Average Monthly Average Gross Revenue Per Paying User (MAGRPPU) was USD 44.3, an increase of 24 per cent from the same period last year.

For additional information please contact:
Vlad Suglobov, CEO, investor@g5e.com
Stefan Wikstrand, CFO, +46 76 00 11 11 5

PDF

April 30, 2018

Number of shares in G5 Entertainment AB (publ) on April 30, 2018

During April a total of 35,946 new shares were issued as a result of the subscription of warrants issued under an employee stock option plan adopted at the Extraordinary General Meeting on 19 December 2014. The total number of shares in G5 Entertainment AB (publ) as of April 30, 2018 amounts to 8,889,700 shares.

As one share entitles one (1) vote, the total number of votes in the company after the issue amounts to 8,889,700 votes.

More information about the Company can be found on www.g5e.se/corporate.

For additional information please contact:
Stefan Wikstrand, CFO, +46 76 00 11 115

PDF

April 16, 2018

G5 Entertainment AB (publ) publishes annual report 2017

G5 Entertainment AB (G5) has today published its annual report 2017. The annual report is available on http://www.g5e.com/corporate/.

For additional information please contact:
Vlad Suglobov, CEO, investor@g5e.com
Stefan Wikstrand, CFO, +46 76 00 11 115

PDF

April 09, 2018

Summon to Annual General Meeting in G5 Entertainment AB (publ.)

N.B. This English text is an unofficial translation of the Swedish original of the notice to attend the Annual General Meeting in G5 Entertainment, and in case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.

Notice to Attend the Annual General Meeting of G5 Entertainment AB (publ.)

The shareholders of G5 Entertainment AB (publ.), reg. no 556680-8878, (the "Company") are hereby summoned to attend the Annual General Meeting held at 09.00 am (CET) on Monday, 7 May 2018, at 7a Conference center, Strandvägen 7a, Stockholm, Sweden.

Notification

Shareholders who wish to attend the annual general meeting must:

  • be recorded as shareholders in the share register maintained by Euroclear Sweden AB on Monday, 30 April 2018;
  • no later than Monday, 30 April 2018, preferably before 4 pm (CET), have given notice of their participation and potential assistants to G5 Entertainment AB, Birger Jarlsgatan 18 3 tr, 114 34 Stockholm or by e-mail agm@g5e.se stating full name, personal identification number or registration number, address, day-time phone number and when applicable information regarding any representative, proxy and/or at most two assistants.

Shareholders whose shares are nominee-registered must, in order to have the right to attend the annual general meeting, request to be temporarily registered in the share register kept by Euroclear Sweden AB. The shareholder must instruct their nominee thereof in ample time prior to Monday, 30 April 2018, by which date such registration must be executed.

Shareholders represented by proxy shall issue a written and dated power of attorney signed by the shareholder. A power of attorney issued by a legal entity shall have a registration certificate attached, or if such certificate do not exist, equivalent documents. A power of attorney form for shareholders who wish to participate by proxy are available on the Company’s website (http://g5e.se/corporate). The power of attorney and the registration certificate may not be issued earlier than one year before the date of the general meeting, with the exception of the power of attorney specifies a longer period, up to a maximum of five years. The original power of attorney and any registration certificate must be available at the general meeting and copies should, in advance of the general meeting be sent to the Company at the address above.

Agenda

  1. Opening of the annual general meeting
  2. Preparation and approval of the voting register
  3. Election of chairman of the general meeting
  4. Presentation and approval of the agenda
  5. Election of one or two persons to verify the minutes together with the chairman
  6. Determination of whether the meeting has been duly convened
  7. Presentation by the CEO
  8. Presentation of the annual report and auditor’s report, as well as consolidated financial statements and auditor's report for the group
  9. Resolution regarding:
    1. Adoption of the income statement and balance sheet, as well as the consolidated income statement and consolidated balance sheet;
    2. Treatment of the Company's result in accordance with the adopted balance sheet; and
    3. Discharge from liability for the directors and the CEO
  10. Determination of the number of directors, as well as the number of auditors
  11. Determination of remuneration for the Board of Directors and auditors
  12. Election of the Board of Directors
  13. Election of auditors
  14. Resolution regarding guidelines for the nomination committee
  15. Resolution regarding authorizing the Board of Directors to resolve to issue shares
  16. Resolution regarding adoption of guidelines for remuneration to senior executives
  17. Resolution regarding authorizing the Board of Directors to resolve to repurchase warrants issued under the option program 2015/2018
  18. Closure of the meeting

The nomination committee’s proposal

The nomination committee of G5 Entertainment AB (publ.) consists of Marianne Flink (Chairman and appointed by the shareholder Swedbank Robur Fonder), Jeffrey Rose (Director of the Board and appointed by the shareholder Wide Development Limited), Sergey Shults (appointed by the shareholder Proxima Limited), Tommy Svensk (appointed by the shareholder Tommy Svensk) and Petter Nylander (Chairman of the Board and appointed by the shareholder Purple Wolf Limited). The members are appointed by shareholders that together represent approximately 33.35 percent of the voting power of all shares of the Company. The nomination committee proposes the following:

Item 3 - Election of chairman of the general meeting

The nomination committee proposes that Petter Nylander is appointed Chairman of the Annual General Meeting.

Item 10 - Determination of the number of directors, as well as the number of auditors

The nomination committee proposes that the Board, for the period until the next Annual General Meeting shall consist of six (6) members and no deputies. Further, the nomination committee proposes that a registered public accounting firm and a head auditor is to be appointed.

Item 11 - Determination of remuneration for the Board of Directors and auditors

The nomination committee proposes that the remuneration to the Board for the upcoming term, shall amount to SEK 450,000 to the Chairman and SEK 250,000 each to the other members appointed by the General Meeting and who are not employees of the Company. The total remuneration to the board shall amount to SEK 1,650,000.

Fees for the upcoming term, in addition to directors' fees, shall be paid to the members of the Company's audit committee, and the fee to the chairman of the audit committee shall amount to SEK 80,000 and 50,000 each to be paid to the other members of the audit committee.

Fees for the upcoming term, in addition to directors' fees, shall be paid to the members of the Company's compensation committee, and the fee to the chairman of the compensation committee shall amount to SEK 50,000 and 30,000 each to be paid to the other members of the compensation committee.

As in the past, remuneration to the auditor shall be paid according to current account and approved invoices.

Item 12 - Election of the Board of Directors

The nomination committee proposes re-election of the Directors Petter Nylander, Jeffrey W. Rose, Vladislav Suglobov (CEO), Christopher Carvalho, Stefan Lundborg and Johanna Fagrell Köhler.

The nomination committee further proposes that Petter Nylander is re-elected as Chairman of the Board.

Item 13 - Election of auditors

The nomination committee proposes re-election of PwC as accounting firm and with Aleksander Lyckow as the head auditor.

Item 14 - Resolution regarding guidelines for the nomination committee

The nomination committee proposes that the work ahead of the Annual General Meeting in 2019 to develop a proposal to the board of directors, the auditor, their remuneration, chairman of the meeting and the guidelines for the nomination committee shall be performed by a nomination committee.

The nomination committee shall consist of representatives of the five (5) largest shareholders as of 31 August 2018. In the event that one of the five (5) largest shareholders waives their right to appoint a representative, the sixth largest shareholder shall be asked to appoint a representative etc.

Members of the Nomination Committee must relinquish their places on the committee if the shareholder who originally appointed them is no longer one of the five largest shareholders, following which new shareholders, in order of the size of their holding, will be offered the opportunity to elect a member. However, unless there are exceptional circumstances, no changes will be made to the composition of the Nomination Committee if only minor changes to voting rights have taken place, or the change occurs later than three months prior to the AGM. Changes in the composition of the Nomination Committee shall be announced via a separate press release as soon as possible.

The chairman of the board of the Company is responsible for contacting the largest shareholders and handle the formation of the nomination committee in accordance with the procedure described below. The chairman of the board of the Company is also responsible for convening the nomination committee, once all members are appointed, to their first meeting. The nomination committee shall appoint a chairman of the committee. The nomination committee shall be disclosed no later than six months before the annual general meeting.

The largest shareholders, who are entitled to appoint a representative in the committee, shall receive a written request from the chairman of the board of the Company in which they are invited to appoint a representative in the committee, and the largest shareholders shall provide their response, whether the shareholder wants to appoint a representative or not in the committee, no later than seven days from the day on which the request was sent to the shareholder. The response from the major shareholders shall be: i) unconditional (i.e. the acceptance of the assignment may not be conditioned upon the fulfillment of certain conditions, events or similar), ii) final and binding, and iii) irrevocable (i.e. a shareholder who decides not to appoint a representative may not change such decision later on even though the change is made prior to the announcement to the market of the members of the committee). In case the response is not provided within the time limit stated above, the shareholder shall be considered to have unconditionally and irrevocably decided not to appoint any representative in the committee, and a response which contains a condition shall also be treated as a decision not to appoint any representative. In case a) a shareholder responds that it does not want to appoint any representative, b) provides a conditioned response; or c) following the expiry of the above time limit, such shareholder has unconditionally and irrevocably thereby waived its right to appoint a representative in the committee, and the chairman of the board shall thereafter contact the sixth largest shareholder and so forth applying the same procedure to appoint a representative as set forth above. Requests and responses provided in accordance with the above shall be made in writing (an e-mail is to considered to be made in writing), and shall be duly kept, and the board of G5 shall through the chairman of the board receive a copy of the documents. In case a request is sent by regular mail, the registered address of the shareholder in Euroclear Sweden AB will be used.

The nomination committee's term will run until a new committee is appointed. The Company is responsible for costs associated with the nomination committee's work. Members of the nomination committee shall receive no compensation from the Company.

If a member of the Nomination Committee steps down voluntarily from the committee before their work is completed, the shareholder who elected that member must appoint a successor, provided that the shareholder is still one of the three largest owners in terms of votes that are represented in the Nomination Committee. Such event shall be consistent with the notice and response procedures and time limits provided above, including without limitation reasonable time limits, irrevocable and unconditional responses, and such other reasonable procedures as the chairman of the committee may decide. Notice shall be given and records shall be kept as provided above.

In addition to what is stated above the Swedish Corporate Governance Code shall be applicable to the nomination committee.

The Board's proposal

Item 9b - Resolution regarding the treatment of the Company's result in accordance with the adopted balance sheet
The Board of Directors proposes that out of the retained earnings and profit, a share dividend of SEK 2.50 for each share (in total SEK 22,134,385) and that the remaining retained earnings plus profit for the year is carried forward.

Item 15 - Resolution regarding authorizing the Board of Directors to resolve to issue shares

The board of directors proposes that the Annual General Meeting until the next Annual General Meeting authorizes the Board of Directors, with or without deviation from the shareholders’ preferential right, on one or more occasions, to resolve on issuance of a maximum of 885,375 shares, meaning an increase of the share capital of a maximum of SEK 88,537.50, corresponding to a dilution of approximately 10 per cent of the share capital and voting rights. The purpose of the authorization is to enable acquisitions and fundraisings. It shall be possible to pay by kind, set-off or otherwise be subject to conditions. Deviation from the shareholders’ preferential right shall be allowed to be made in a situation where it is objectively regarded to be in the shareholders' best interest to deviate from the preferential right. Reasons for such a deviation may include that a rights issue runs the risk of not being fully subscribed, the costs and timing or a desire in the Company's interest to bring one or more major shareholders into the Company. The issue price shall be set at market conditions and a customary discount may be offered. A valid resolution requires that shareholders at the meeting representing at least 2/3 of the numbers of shares and votes represented votes in favor of the proposal.

Item 16 - Resolution regarding adoption of guidelines for remuneration to senior executives

The board of directors proposes that the Annual General Meeting adopts the following guidelines for remuneration to senior executives.

Senior executives include the CEO and other members of the executive management team. Compensation levels should be competitive and negotiated annually. The CEO and other senior executives are remunerated partly by a fixed monthly salary and partly through variable compensation based on the groups profitability. The CEO’s variable compensation during the year may not exceed 80 per cent of the fixed salary, divided so that 60 per cent shall be based on the Company’s financial development and 20 per cent shall be based on targets determined by the board of directors. The variable compensation to the executive management may not exceed 60 per cent of the fixed salary and shall be based on the Company’s financial development. Variable compensation based on the Company’s financial development shall be calculated quarterly on the basis of the Company’s revenue growth and operating margin. A target range and a sum of normalized results are defined for both parameters. This in turn defines the result. The variable compensation is not included in the base for pension benefits. The pension plan is to be in line with normal conditions in the market and the same for senior executives as for other employees. The pension premium shall be defined contribution. Similarly, other benefits for senior executives shall be competitive and in substance the same as for other employees. The employment agreements with senior executives shall contain a notice period of at least 3 months for the employees and a maximum of 12 months from the Company. Upon termination by the Company a severance pay may at most be equal to the fixed monthly salary for 12 months. The Chairman of the Board negotiates the yearly remuneration of the CEO and concludes agreements after approval from the board. The CEO negotiates compensation to senior executives and concludes agreements after approval by the Board. The Board may, if special reasons for doing so exist, make minor changes on an individual basis from the above guidelines.

Item 17 - Resolution regarding authorizing the Board of Directors to resolve to repurchase warrants issued under the option program 2015/2018

The Board of Directors proposes that the Annual General Meeting until the next Annual General Meeting authorizes the Board of Directors, on one or more occasions, to resolve on the repurchase of warrants issued under the share-based incentive plan adopted at the annual general meeting 2015. The price for the repurchase of warrants shall correspond to the market value (which is to be based on the average volume-weighted price for the Company's share for a period close to period of repurchase).

A repurchase of warrants in accordance with this resolution shall be conditional upon each individual option holder wishing to have warrants redeemed at the same time utilizes an equivalent amount of the total number of warrants for subscription of new shares. Thus, oversubscription can be avoided. Example:  If the option holder wishes to have 50 per cent of its warrants repurchased by the Company, the option holder must utilize the remaining 50 per cent of warrants for subscription of new shares in the Company. If the option holder wishes to have 25 per cent of its warrants repurchased by the Company, the option holder must utilize at least 25 per cent of the total number of warrants for subscription of new shares in the Company.

The Board of Directors shall be authorized to resolve on the more detailed terms for the implementation of the repurchase of warrants as well as the administrative measures that may be required to implement this resolution.

The purpose of the repurchase of warrants is to avoid dilution of the Company’s shares as well as to offer the option holders the opportunity to acquire the value of the warrants. Repurchased warrants shall be held in the custody of the Company and expire without further transfer.

Number of shares and votes in the Company

The Company has on issue of this notice, a total of 8,853,754 shares, representing a total of 8,853,754 votes. The Company does not have any treasury shares.

Shareholders' right to request information

Shareholders are informed of their right under the Companies Act, Chapter 7, Article 32 to request information at the AGM in respect of circumstances that may affect the assessment of an item on the agenda and circumstances which may affect the assessment of the Company's financial situation.

Documents

Accounting documents, audit reports and other documents will be available at the Company’s office  no later than three weeks before the Annual General Meeting, and is mailed upon request in connection therewith to shareholders’ stating their address. The documents will also be available at the Company’s website www.g5e.com/corporate and be presented at the general meeting.

 

Stockholm, April 2018

The Board of Directors

 

More information about the Company can be found on www.g5e.se/corporate.

For additional information please contact:
Stefan Wikstrand, CFO, +46 76 00 11 115

PDF

April 04, 2018

Preliminary results January-March 2018

Based on the information available for the period January – March 2018, G5 forecasts quarterly revenue of approximately SEK 372 M, which corresponds to achieving 59 per cent revenue growth compared to the same period of 2017.

Vlad Suglobov, CEO, comments: "As planned and communicated previously, we have reduced the marketing spend, which in the first quarter is expected to be around 25-27% of gross sales. As we expected, thanks to the retention and longevity of our games, and despite lower marketing spend in absolute and relative terms, our monthly revenue continued to increase and sequentially first quarter revenues are 4% higher than Q4’17. More detailed information will be available in the first quarter report to be released on May 3rd, 2018."

More information about the Company can be found on www.g5e.se/corporate.

For additional information please contact:
Vlad Suglobov, CEO, investor@g5e.com
Stefan Wikstrand, CFO, +46 76 00 11 115

PDF

March 29, 2018

Number of shares in G5 Entertainment AB (publ) on March 29, 2018

During March a total of 20,000 new shares were issued as a result of the subscription of warrants issued under an employee stock option plan adopted at the Extraordinary General Meeting on 19 December 2014. The total number of shares in G5 Entertainment AB (publ) as of March 29, 2018 amounts to 8,853,754 shares.

As one share entitles one (1) vote, the total number of votes in the company after the issue amounts to 8,853,754 votes.

More information about the Company can be found on www.g5e.se/corporate.

For additional information please contact:
Vlad Suglobov, CEO, investor@g5e.com
Stefan Wikstrand, CFO, +46 76 00 11 115

PDF

February 28, 2018

Number of shares in G5 Entertainment AB (publ) on February 28, 2018

During February a total of 33,754 new shares were issued as a result of the subscription of warrants issued under an employee stock option plan adopted at the Extraordinary General Meeting on 19 December 2014. The total number of shares in G5 Entertainment AB (publ) as of February 28, 2018 amounts to 8,833,754 shares.

As one share entitles one (1) vote, the total number of votes in the company after the issue amounts to 8,833,754 votes.

More information about the Company can be found on www.g5e.se/corporate.

For additional information please contact:
Vlad Suglobov, CEO, investor@g5e.com
Stefan Wikstrand, CFO, +46 76 00 11 115

PDF

February 23, 2018

G5 and AB Games extend Hidden City deal

G5 and AB Games, the developer of Hidden City game, announce today that G5 has exercised its right to renew the publishing agreement regarding the game Hidden City for another term. Accordingly, the agreement is now set to continue through at least February of 2024. All other terms remain in place, including G5’s right to indefinite renewals.

More information about the Company can be found on www.g5e.se/corporate

For additional information please contact:
Vlad Suglobov, CEO, investor@g5e.com
Stefan Wikstrand, CFO, +46 76 00 11 115

PDF

February 16, 2018

Year-End Report 2017

October – December 2017

  • Consolidated revenue for the period was SEK 356.8 M (184.8), an increase of 93 per cent compared to 2016.
  • EBIT for the period was SEK 15.9 M (7.3), an increase of 117 per cent compared to 2016. EBIT was impacted by write-downs of intangible assets and goodwill amounting to SEK -4.5 M (-0.8), adjusted for the write-downs the EBIT was SEK 20.4 M (8.1) and the EBIT margin was 5.7 per cent (4.4)
  • Net result for the period was SEK 13.7 M (7.8).
  • Earnings per share for the period, before dilution, was SEK 1.56 (0.89).
  • Cash flow before financing activities during the period was SEK -7.4 M (16.2), cash flow was significantly impacted by the purchase of The Secret Society.
  • For the free-to-play games the average Monthly Active Users (MAU) was 8.9 million, an increase of 74 per cent compared to the same period in 2016. Average Monthly Unique Payers (MUP) was 331.4 thousand, an increase of 89 per cent and average Daily Active Users (DAU) was 2.0 million, an increase of 85 per cent compared to the same period in 2016. Average Monthly Average Gross Revenue Per Paying User (MAGRPPU) was USD 42.7, an increase of 14 per cent from the same period last year.
  • Revenue from free-to-play games grew by 98 per cent compared to the same period in 2016 and accounted for 99 per cent (97) of the total revenue.
  • The Board proposes a dividend of SEK 2.50 (0.75) per share.

For additional information please contact:
Vlad Suglobov, CEO, investor@g5e.com
Stefan Wikstrand, CFO, +46 76 00 11 11 5

PDF

January 04, 2018

Preliminary results October-December 2017

Based on the information available for the period October-December 2017, G5 forecasts quarterly revenue of approximately SEK 356 M, which corresponds to achieving 93 per cent revenue growth compared to the same period of 2016. For the full year 2017, G5 forecasts revenue of approximately SEK 1,135 M, which corresponds to achieving 120 per cent revenue growth compared to 2016.

Vlad Suglobov, CEO, comments: "The fourth quarter, with its seasonal characteristics, has presented new opportunities to scale our user base and revenue. Like one year ago in Q4’16, we went ahead and increased our marketing spending to new levels, substantially higher than we had before. And just like one year ago, the resulting 33% quarter-to-quarter revenue growth shows that we did the right thing at the right time. As we have said before, Q4 and Q1 are historically the strongest growth quarters for G5, and we look forward to seeing how Q1’18 revenue develops following the increase in our marketing spend during the past quarter."

The group’s Year-end report for 2017 will be released on February 16, 2018.

Market Cap Reclassification
Effective January 2nd, 2018, G5 Entertainment (G5EN.ST) has been reclassified from Small Cap to Mid Cap following a market cap review at the Nasdaq Stockholm Stock Exchange. The Mid Cap classification is for companies with an average market cap during the measurement period of greater than EUR 150 million for 2 sequential years or EUR 225 M in one period, the latter of which was the case for G5. G5 is excited about the upgrade and remains committed to continuing this healthy growth trend.

More information about the Company can be found on www.g5e.se/corporate.

For additional information please contact:
Vlad Suglobov, CEO, investor@g5e.com
Stefan Wikstrand, CFO, +46 76 00 11 115

PDF

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