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CD Projekt M&A Activity 2021

Oct 22, 2021

5556_rns_2021-10-22_0cc6ac2f-7e20-4ba5-bf92-1f226567aca9.html

M&A Activity

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Current Report no. 40/2021

Subject: Disclosure of inside information concerning initiation ofnegotiations and conclusion of an acquisition agreement with TheMolasses Flood LLC

Legal basis: Art. 17 of MAR - Inside information

The Management Board of CD PROJEKT S.A. with a registered office inWarsaw, Jagiellońska 74 (hereinafter referred to as "the Company"),hereby publicly discloses inside information which arose on 29 June 2021and was subjected to delayed disclosure under Art. 17 section 4 ofRegulation (EU) No 596/2014 of the European Parliament and of theCouncil of 16 April 2014 on market abuse (Market Abuse Regulation) andrepealing Directive 2003/6/EC of the European Parliament and of theCouncil and Commission Directives 2003/124/EC, 2003/125/EC and2004/72/EC (hereinafter referred to as "MAR"), to wit:

On 29 June 2021 the Management Board of the Company initiatednegotiations with members of The Molasses Flood LLC with a registeredoffice in Newton Centre, USA (hereinafter referred to as "The MolassesFlood") concerning acquisition of that company and takeover of TheMolasses Flood studio by the CD PROJEKT Group. The Boston-based studiowas founded in 2014 by gamedev industry veterans, who manage it to thisday. It is known for developing survival games - The Flame in the Floodand Drake Hollow. The Molasses Flood will closely collaborate with CDPROJEKT RED while retaining full autonomy. It will work on its ownproject based on one of CD PROJEKT's IPs.

The parties decided that The Molasses Flood will be formally acquired bya direct subsidiary of CD PROJEKT S.A. - specifically, by CD PROJEKTInc. based in Venice, USA. On 22 October 2021 both entities concluded aninvestment agreement concerning the purchase of 60% of The MolassesFlood studio, establishing a schedule of transactions which will lead tothe takeover of the remaining part, and inclusion of the studio'semployees in the organizational framework of the CD PROJEKT Group.

With the conclusion of negotiations and signing of the investmentagreement, the Management Board of the Company took steps to increasethe capital of CD PROJEKT Inc. to facilitate the first stage ofacquisition of The Molasses Flood.

Pursuant to Art. 17 section 4 paragraph 3 of MAR, the Company notifiedthe Financial Supervision Authority of its intent to proceed withdelayed disclosure of the abovementioned inside information, along witha justification pointing out that the circumstances supporting delayeddisclosure listed in Art. 17 section 4 items a) - c) of MAR apply in thepresented case.

Disclaimer:

This English language translation has been prepared solely for theconvenience of English speaking readers. Despite all the efforts devotedto this translation, certain discrepancies, omissions or approximationsmay exist. In case of any differences between the Polish and the Englishversions, the Polish version shall prevail. CD PROJEKT, itsrepresentatives and employees decline all responsibility in this regard.