Manydev Studio SE

M&A Activity • Jun 7, 2023

Current report no. 12/2023

Subject

Signing the letter of intent

Legal basis

Article 17 par. 1 MRA - confidential information.

The Management Board of ManyDev Studio SE (hereinafter: the _quot;Company_quot;)hereby informs that today, i.e. on 7 June 2023, the Issuer was informedabout the signing on 7 June 2023 of a Letter of Intent between theshareholders: PlayWay S.A. based in Warsaw (holding 6,899,999 series Ishares constituting 30.53% of the Company's share capital), CapemanInvestments LTD based in Nicosia (holding 7,278,900 series H sharesconstituting 32.21% of the Company's share capital), Marek Parzyński(holding 735,000 series H shares constituting 3.25% of the Company'sshare capital) and Bartosz Graś (holding 735,000 series H sharesconstituting 3.25% of the Company's share capital), and Investors: ASIGaming Investment Group sp. z o.o. s.k.a. based in Katowice and SoftixTechnologies LLC based in Tbilisi.

As a result of signing the Letter of Intent, the Parties agreed that theInvestors expressed their intention to repurchase H and I series sharesheld by them in the Company from PlayWay S.A., Capeman Investments Ltd,Bartosz Graś and Marek Parzyński. The parties declared that the sale ofshares will take place after the analysis of the results of theCompany's legal and financial audit, if the Investors consider themsatisfactory.

The letter of intent does not oblige the parties to conclude a salescontract, it does not constitute a preliminary contract or a bindingoffer, and therefore, it does not constitute a basis for any of theparties to pursue any claims arising from the conclusion of the letterof intent. Despite the above, the Parties have undertaken to make everyeffort and will cooperate in good faith to conclude share purchaseagreements without undue delay. The parties signing the letter of intentdeclare their intention to appoint a new Supervisory Board, which willthen appoint a new Management Board with knowledge and experience inhandling matters related to the new business profile. In addition, theParties declared that they would strive to conclude share purchaseagreements by July 15, 2023.