REG - tinyBuild, Inc. - Posting of Circular

tinyBuildAnnouncement

22/12/2023 13:15

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RNS Number : 8276X  tinyBuild, Inc.  22 December 2023

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, TO OR
FOR THE ACCOUNT OR BENEFIT OF US PERSONS, AS DEFINED IN REGULATION S
PROMULGATED UNDER THE US SECURITIES ACT OF 1933, AS AMENDED (THE "US
SECURITIES ACT"), OR IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN,
NEW ZEALAND OR THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE
SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

FURTHER, THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN
OFFER OF SECURITIES IN ANY JURISDICTION.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.

For immediate release

22 December 2023

tinyBuild, Inc.

(the "Company" and together with its subsidiaries "tinyBuild" or the "Group")

 

Posting of Circular

 

tinyBuild (AIM:TBLD), a premium video games publisher and developer with
global operations, is pleased to announce that it is today posting to
stockholders the Circular convening the Special Meeting in respect of the
proposed Placing, Private Placement, Subscription and Open Offer announced on
21 December 2023 (the "Launch Announcement")

 

The Circular contains details of the Open Offer which provides qualifying
stockholders with the opportunity to subscribe for Open Offer Shares on the
basis of 1 Open Offer Share for every 6 Shares held at the Record Date, at the
Issue Price. An updated expected timetable of principal events can be found in
the Appendix.

 

Qualifying stockholders are also being given the opportunity, provided that
they take up their Open Offer Entitlements in full, to apply for additional
Open Offer Shares through the Excess Application Facility.

 

Full details of the Open Offer, including terms and conditions and details of
how to accept the Open Offer, are set out in the Circular, which will be
posted to qualifying stockholders today.

 

The Circular is also available on the Company's website:
https://www.tinybuildinvestors.com/ (https://www.tinybuildinvestors.com/)

 

Capitalised terms not defined in this announcement have the meanings given to
them in the Launch Announcement.

 

For further information please contact:

 tinyBuild, Inc                                  investorrelations@tinybuild.com (mailto:investorrelations@tinybuild.com)
 Alex Nichiporchik - Chief Executive Officer
 Giasone (Jaz) Salati - Chief Financial Officer
 Michael Schauble - Chief Commercial Officer

 Berenberg (Nominated Adviser and Sole Broker)   Tel: +44 (0) 20 3207 7800

 Mark Whitmore, Ciaran Walsh, Milo Bonser

 SEC Newgate (Financial PR)                      tinybuild@secnewgate.co.uk (mailto:tinybuild@secnewgate.co.uk)
 Robin Tozer, Harry Handyside, Molly Gretton     +44 (0)7540 106366

 

The person responsible for releasing this announcement is Giasone Salati,
Chief Financial Officer.

About tinyBuild:

 

Founded in 2013, tinyBuild (AIM: TBLD) is a global video games publisher and
developer, with a catalogue of more than 80 premium titles across different
genres. tinyBuild's strategy is to focus on its own intellectual property (IP)
to build multi-game and multimedia franchises, in partnership with developers.

 

tinyBuild is headquartered in the USA with operations stretching across the
Americas and Europe. The Group's broad geographical footprint enables the
Company to source high-potential IP, access cost-effective development
resources, and build a loyal customer base through its innovative grassroots
marketing.

 

tinyBuild was admitted to AIM, a market by the London Stock Exchange, in March
2021.

 

 

 

 

APPENDIX

 

EXPECTED TIMETABLE OF PRINCIPAL EVENTS

 

 Event(12)                                                                       Date
 Record date for entitlement to participate under the Open Offer                 6.00 p.m. on 19 December 2023

 Announcement of the Fundraise                                                   21 December 2023

 Ex-entitlement date of the Open Offer                                           8.00 a.m. on 21 December 2023

 Despatch of this Circular and (if applicable) the Form of Direction and the     22 December 2023
 Application Form

 Open Offer Entitlements and Excess CREST Open Offer Entitlements credited as    as soon as practicable after 8.00 a.m. on 27 December 2023
 soon as possible after stock accounts of Qualifying DI Holders

 Recommended latest time and date for requesting withdrawal of Open Offer        4.30 p.m. on 11 January 2024
 Entitlements and Excess CREST Open Offer from CREST

 Latest time and date for depositing Open Offer Entitlements into CREST          3.00 p.m. on 12 January 2024

 Latest time and date for receipt of Forms of Direction from Depository          12.00 p.m. (noon) on 15 January 2024
 Interest holders

 Latest time and date for splitting Application Forms (to satisfy bona fide      3.00 p.m. on 15 January 2024
 market claims only)

 Latest time and date of receipt for proxy votes and CREST voting instructions   12.00 p.m. (noon) on 16 January 2024
 to be valid at the Special Meeting

 Latest time and date for receipt of completed Application Forms and payment in  11.00 a.m. on 17 January 2024
 full under the Open Offer or settlement of relevant CREST instructions (as
 appropriate)

 Special Meeting                                                                 12.00 p.m. (noon) on 18 January 2024

 Publication of the results of the Special Meeting                               18 January 2024

 Admission and commencement of dealings in the Placing Shares, the Open Offer    8.00 a.m. on 19 January 2024
 Shares, the Subscription Shares and the Private Placement Shares on AIM

 CREST accounts to be credited with Depositary Interests representing Offer      as soon as possible on 19 January 2024
 Shares

 Expected despatch of definitive share certificates for Offer Shares in            Within 14 days of Admission
 certificated form (certificated holders only)

 

Notes:

1. Each of the times and dates mentioned in this Appendix  is subject to
change by the Company (with the agreement of Berenberg), in which event
details of the new times and dates will be notified to the London Stock
Exchange and the Company will make an appropriate announcement to a Regulatory
Information Service.

2. References to times in this Appendix 1 are to London time.

 

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