Reports.

Current

Current Report No. 14/2023 .

21 April 2023

Based on Article. 17 sec. 1 and 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 Directive 2003/124/EC, 2003/125/EC and 2004/72/EC (“MAR Regulation”), the Management Board (“Management Board”) of Ten Square Games S.A. (“Company”, “Ten Square Games”) hereby discloses to the public delayed inside information, the disclosure of which was delayed by the Company on April 11, 2023 pursuant to Article 17(4) of MAR.

Confidential information whose publication has been delayed:

“The Management Board of the Company informs that on April 11, 2023, the Company became aware of the possibility of resigning from the position of the President of the Management Board of the Company for the current term of office, considered by Mr. Maciej Zużałek, due to the end of his mission in this position and the change in the strategic priorities of the Company.”

In connection with the information received, on April 11, 2023, the Management Board of the Company initiated a process aimed at selecting a candidate for the new President of the Management Board of the current term of office by taking the necessary actions by the competent authorities of the Company.

 

At the same time, the Company’s Management Board identified the above information as confidential information within the meaning of Art. 7 of the MAR Regulation and decided to delay it pursuant to Art. 17 sec. 4 of MAR. The delay in the provision of Confidential Information met the conditions set out in the MAR Regulation and issued pursuant to Art. 17 sec. 11 of the MAR Regulation, the guidelines of the European Securities and Markets Authority of October 20, 2016 regarding the Market Abuse Regulation.

In the opinion of the Management Board of the Company, immediate disclosure of confidential information could violate the legitimate interest of the Company, i.e. negatively affect the course of the process aimed at selecting a candidate for the new President of the Management Board of the Company for the current term, including in particular obtaining candidatures and interviews with the candidate/candidates on granting consent to perform the function of the President of the Management Board of the Company. Until the disclosure of confidential information, this process was internal (between the Company, members of its governing bodies and advisors) and preparatory (no decisions were made).

In addition, in the Company’s opinion, disclosure of confidential information could result in incorrect assessment of information by the public and market participants, including the Company’s shareholders, in particular due to the ongoing employment reduction process in the Company.

At the same time, in the opinion of the Management Board:

  1. the delay in disclosing the confidential information to the public did not mislead the public, in particular due to the fact that there are no cases described in point 5.2.9 ESMA Guidelines; there were also no grounds to believe that the delay in disclosing the Confidential Information to the public is in contrast to the knowledge or expectations of the market, based on the communication conducted so far by the Company.
  2. The Company ensured confidentiality of the content of confidential information until its disclosure by the Company in this current report.

The disclosure of confidential information results from the fact that on April 21, 2023, Mr. Maciej Zułużek resigned from the position of the President of the Management Board, effective as at the end of May 22, 2023. The process aimed at selecting a candidate for the new President of the Management Board of the current term of office was also completed and an agreement was reached in this respect with Andrzej Ilczuk, who agreed to act as President of the Management Board as of May 23, 2023.