Play Magnus Group (PMG) - Private Placement towards Breakthrough Initiatives Limited

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(Oslo, 12 Jan 2022) – Play Magnus Group (“PMG” or the “Company”) is pleased to announce that it has entered into an agreement (the “Agreement”) regarding a contemplated private placement (the “Private Placement”) directed towards Breakthrough Initiatives Limited which would raise USD $10 million in gross proceeds to the Company, through the issuance of 4,864,753 new shares (the “New Shares”) at a price of NOK 18.47 per New Share (the “Subscription Price”).

Breakthrough Initiatives Limited is an investment vehicle held for the benefit of Breakthrough Foundation, founded by Israeli science and technology investor and philanthropist Yuri Milner and his wife Julia, which supports existing and future philanthropic projects in fundamental sciences, including Breakthrough Prizes, Breakthrough Initiatives, and Breakthrough Junior Challenge.

Magnus Carlsen and the Milners have known each other for years. Six years ago, Carlsen was one of the co-signers of the Breakthrough Initiative’s open letter urging a renewal of the search for civilizations beyond Earth.

“Like science and mathematics, chess is one of the most advanced and creative pursuits of the human mind,” said Yuri Milner. “This investment will support Magnus and his team, and help foster the growth of chess worldwide – especially online.”   

“This investment will help bring the sport to a larger audience. The chess world and the tech industry are closely interlinked, and for us to now have some of the greatest minds in the tech industry officially involved is encouraging,” said Magnus Carlsen, World Chess Champion.

2021 was an active year for Play Magnus Group which saw the company publish 214% YTD year over year growth in bookings in Q3, improve its product and content offerings, and shape the Champions Chess Tour into the leading chess circuit with global partners and audiences.

“Play Magnus Group has achieved record growth throughout 2021 and we are thrilled this is now being recognized by the best investors around the world. We are excited to bring Breakthrough Initiatives into Play Magnus Group which will be positive both for our company and for chess as a whole. We will nominate a Breakthrough Initiatives representative for one seat on the board,” said Anders Brandt, Chairman of Play Magnus Group.

“Breakthrough Initiatives’ investment expands the strong capital position and network of supporters Play Magnus Group has today enabling us to increasingly innovate and popularize the sport. This investment, coupled with Magnus’ outstanding victory in the World Championship, sets the stage for an exciting 2022 and beyond,” said Andreas Thome, CEO of Play Magnus Group.

The Subscription Price in the Private Placement of NOK 18.47 per New Share equals the 90-trading day volume weighted average price of the PMG share on the date prior, but not including, 20 December 2021.

Completion of the Private Placement is subject to approval by an extraordinary general meeting of the Company, scheduled to be held on 19 January 2021 (the “EGM”), by two-thirds majority. Summons to the EGM will be sent as promptly as possible on 12 January 2022.

SpareBank 1 Markets AS is acting as sole financial advisor to the Company, and Advokatfirmaet Simonsen Vogt Wiig AS is acting as its legal advisor, in connection with the Private Placement.

For further information, please contact:

Andreas Thome, CEO
Tel: +47 975 11 688
E-mail: andreas@playmagnus.com

 

About Play Magnus Group:

Play Magnus Group is a global leader in the chess industry focused on providing premier digital experiences for millions of chess players and students. The company offers elearning and entertainment services via its market leading brands: chess24, Chessable, iChess, New In Chess, Everyman Chess, Silver Knights, CoChess, Aimchess, the Play Magnus App Suite, and the Meltwater Champions Chess Tour. The Group's mission is to grow chess to make the world a smarter place by encouraging more people to play, watch, study, and earn a living from chess.

 

Important Information

This announcement is not and does not form a part of any offer to sell, or a solicitation of an offer to purchase, any securities of the Company. The distribution of this announcement and other information may be restricted by law in certain jurisdictions. Copies of this announcement are not being made and may not be distributed or sent into any jurisdiction in which such distribution would be unlawful or would require registration or other measures. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions.

The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and accordingly may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and in accordance with applicable U.S. state securities laws. The Company does not intend to register any part of the offering or their securities in the United States or to conduct a public offering of securities in the United States. Any sale in the United States of the securities mentioned in this announcement will be made solely to "qualified institutional buyers" as defined in Rule 144A under the Securities Act.

In any EEA Member State, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State. The expression “EU Prospectus Regulation” means Regulation 2017/1129 as amended together with any applicable implementing measures in any Member State.

This communication is only being distributed to and is only directed at persons in the United Kingdom that are (A) (i) persons who have professional experience, knowledge and expertise in the matters relating to investments and are “investment professionals” falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), (ii) high net worth entities falling within Article 49(2) (a) to (d) of the Order and (iii) persons to whom this announcement may otherwise lawfully be communicated; and (B) persons who are “qualified investors” within the meaning of the EU Prospectus Regulation as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 20218 (all such persons together being referred to as “relevant persons”). This communication must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this communication relates is available only for relevant persons and will be engaged in only with relevant persons. Persons distributing this communication must satisfy themselves that it is lawful to do so.

Matters discussed in this announcement may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as “believe”, “expect”, “anticipate”, “strategy”, “intends”, “estimate”, “will”, “may”, “continue”, “should” and 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 these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond its control. Actual events may differ significantly from any anticipated development due to a number of factors, including without limitation, changes in investment levels and need for the Company’s services, changes in the general economic, political and market conditions in the markets in which the Company operate, the Company’s ability to attract, retain and motivate qualified personnel, changes in the Company’s ability to engage in commercially acceptable acquisitions and strategic investments, and changes in laws and regulation and the potential impact of legal proceedings and actions. 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 provide any guarantees that the assumptions underlying the forward-looking statements in this announcement are free from errors nor does it accept any responsibility for the future accuracy of the opinions expressed in this announcement or any obligation to update or revise the statements in this announcement to reflect subsequent events. You should not place undue reliance on the forward-looking statements in this document.

The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice. The Company does not undertake any obligation 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 announcement.

Neither the Manager nor any of its respective affiliates makes any representation as to the accuracy or completeness of this announcement and none of them accepts any responsibility for the contents of this announcement or any matters referred to herein.

This announcement is for information purposes only and is not to be relied upon in substitution for the exercise of independent judgment. It is not intended as investment advice and under no circumstances is it to be used or considered as an offer to sell, or a solicitation of an offer to buy any securities or a recommendation to buy or sell any securities in the Company. Neither the Sole Bookrunner nor any of its respective affiliates accepts any liability arising from the use of this announcement.

This information is considered to be inside information pursuant to the EU Market Abuse Regulation and is subject to the disclosure requirements pursuant to section 5-12 the Norwegian Securities Trading Act.

This stock exchange announcement was published by Arkus Fredriksson, Chief Strategy Officer at Play Magnus AS on 12 January 2022 at 8:00 CET on behalf of the Company.