Resolutions passed by the Extraordinary General Meeting of Next Games Corp

The Extraordinary General Meeting of Next Games Corporation was held in Helsinki on 25 September 2019. The General Meeting approved all proposals of the Board of Directors and made necessary General Meeting’s resolutions to implement the contemplated rights offering announced by the Company on 4 September 2019.

Resolving on the Composition of the Board of Directors

The General Meeting resolved in accordance with the proposal of the Board of Directors to elect Nicholas Seibert to the Board of Directors of the Company to replace Joakim Achrén for a term starting at the end of the General Meeting and ending at the end of the next Annual General Meeting.

Following this, the composition of the Company’s Board of Directors will be as follows: Petri Niemi (chairman), Elina Anckar, Nicholas Seibert, Xenophin Lategan, Peter Levin and Jari Ovaskainen.

Authorising the Board of Directors to Decide on the Issuance of Shares

The General Meeting resolved to authorise the Board of Directors to decide on the issuance of shares in accordance with the Board of Directors’ proposal. Pursuant to the authorisation, a maximum of 10,000,000 shares may be issued in one or more tranches, corresponding to approximately 53.7% of all registered shares in the Company. Under the authorisation, the Board of Directors may issue either new shares or treasury shares. The share issue would be carried out in accordance with the shareholders’ pre-emptive subscription right, i.e. new shares would be offered for subscription by the Company’s shareholders pro rata to their existing shareholding in the Company. The Board of Directors would be authorised to decide on all other conditions of the issuance of shares. The authorisation is valid at most until the end of the next Annual General Meeting. The authorisation does not revoke prior authorisations of the Board of Directors to decide on the issuance of shares and/or option rights entitling to shares.

Authorisation of the Board of Directors to Decide on the Issuance of Shares and/or the Granting of Option Rights Entitling to Shares

The General Meeting resolved to authorise the Board of Directors to decide on a share issue and/or issue of option rights entitling to shares in accordance with the Board of Director’s proposal. Pursuant to the authorisation, a maximum of 1,500,000 shares may be issued in one or more tranches, corresponding to approximately 8.1% of all registered shares in the company on the date of the notice convening the General Meeting. The share issue and/or issue of option rights can be carried out in deviation from the shareholders’ pre-emptive subscription right (directed issue). Under the authorisation, shares and/or option rights can be issued for the implementation of the Company’s incentive schemes. Under the authorisation, the Board of Directors may issue either new shares or treasury shares. The Board of Directors would be authorised to decide on all other conditions of the issuance of shares and/or option rights. The authorisation would be valid until 25 September 2024. The authorisation does not revoke prior authorisations of the Board of Directors to decide on the issuance of shares and/or option rights entitling to shares.

Next Games:
Next Games is the first publicly listed mobile game developer and publisher in Finland, specializing in games based on entertainment franchises, such as movies, TV series or books. The developers of the critically acclaimed The Walking Dead games redefines the way franchise entertainment transforms into highly engaging service-based mobile games. In summer 2018, Next Games launched The Walking Dead: Our World, which utilizes cutting edge AR technology and is powered by Google Maps. Currently Next Games is working on multiple new games based on popular entertainment franchises including, Blade Runner Nexus, for the popular Blade Runner franchise and a mobile game based on Netflix’s Stranger Things.