12 May 2023
Devolver Digital, Inc.
("Devolver Digital", "Devolver" or the "Company", and the Company together with all of its subsidiary undertakings "the Devolver Group", or "Group")
Treasury Share Admission and Update
Devolver Digital, an award-winning digital publisher and developer of independent ("indie") video games, announces that it has applied for the admission to trading on AIM ("Admission") of 34,668,475 shares of common stock, $0.0001 par value each ("Shares"), which the Company holds in treasury (the "Treasury Shares"). The Company is applying for Admission of the Treasury Shares in order to facilitate the exercise of options and to reduce the administrative burden in satisfying LTIP and other awards. The Company may also use the Treasury Shares for other corporate purposes at its discretion.
The Admission of the Treasury Shares will not increase the total voting rights outstanding in the Company. It is expected that Admission will become effective on or around 16 May 2023.
As announced on 11 May 2022, the Company may transfer Treasury Shares to satisfy the exercise of options under the 2017 Equity Incentive Plan. The Company has also previously utilised Treasury Shares to satisfy 2022 LTIP Awards. A complete table of Treasury Share transfers is set out below:
| Date | Number of Treasury Shares Prior to Transfer | Number of Treasury Shares Transferred by the Company to Satisfy the Exercise of Options or LTIP Awards | Number of Treasury Shares held by the Company Following the Transfer | Number of Shares in Issue and Outstanding Following the Transfer |
| 19/05/2022 | 37,244,200 | 679,271 | 36,564,929 | 442,935,987 |
| 09/06/2022 | 36,564,929 | 430,362 | 36,134,567 | 443,366,349 |
| 01/09/2022 | 36,134,567 | 175,000 | 35,959,567 | 443,541,349 |
| 08/09/2022 | 35,959,567 | 110,833 | 35,848,734 | 443,652,182 |
| 13/10/2022 | 35,848,734 | 144,900 | 35,703,834 | 443,797,082 |
| 20/10/2022 | 35,703,834 | 9,513 | 35,694,321 | 443,806,595 |
| 03/11/2022 | 35,694,321 | 81,667 | 35,612,654 | 443,888,262 |
| 08/12/2022 | 35,612,654 | 18,990 | 35,593,664 | 443,907,252 |
| 15/12/2022 | 35,593,664 | 200,000 | 35,393,664 | 444,107,252 |
| 16/12/2022 | 35,393,664 | 455,058 | 34,938,606 | 444,562,310 |
| 23/12/2022* | 34,938,606 | 166,840 | 34,771,766 | 444,729,150 |
| 12/01/2023 | 34,771,766 | 11,666 | 34,760,100 | 444,740,816 |
| 26/01/2023 | 34,760,100 | 91,625 | 34,668,475 | 444,832,441 |
*previously described as "new" common shares in the announcement published on 16th December 2022, these shares were not newly issued and were a transfer of treasury shares
Following the transfer of 2,575,725 treasury shares that are outlined in the table above, the Company holds 34,668,475 shares in treasury.
Any future transfer of Treasury Shares will be announced without delay.
Following Admission, the Company's issued and outstanding share capital is unchanged and comprises 444,832,441 Shares (excluding Shares held in treasury) and this number may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
Enquiries:
| Devolver Digital, Inc. | ir@devolverdigital.com |
| Harry Miller, Executive Chairman | |
| Douglas Morin, Chief Executive Officer | |
| Daniel Widdicombe, Chief Financial Officer | |
| | |
| Zeus (Nominated Adviser and Sole Broker) | +44 (0)20 3829 5000 |
| Nick Cowles, Jamie Peel, Matt Hogg (Investment Banking) | |
| Ben Robertson (Equity Capital Markets) | |
| | |
| FTI Consulting | devolver@fticonsulting.com |
| Jamie Ricketts / Dwight Burden / Valerija Cymbal / Usama Ali | +44 (0)20 3727 1000 |
Devolver Digital overview
Devolver Digital is an award-winning video games publisher in the indie games space with a balanced portfolio of third-party and own-IP. The Company has an emphasis on premium games and has a back catalogue of over 100 titles, with more than 30 new titles in the pipeline. Through acquisitions, Devolver now has its own-IP franchises, in-house studios developing first-party IP and two publishing brands. The Company is registered in Wilmington, Delaware, USA.
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