Resolutions of Nitro Games Oyj's Extraordinary General Meeting and Board of Directors; Board of Directors resolved on issuance of special rights entitling to shares

Resolutions of the Extraordinary General Meeting

The Extraordinary General Meeting of Nitro Games Oyj (“Nitro Games” or the ”Company”) was held on 22 September 2022 in Kotka, Finland. A total of 11 shareholders and 582,024 shares and votes were represented in the meeting.

The Extraordinary General Meeting resolved on the following issues:

Authorizing the Board of Directors to resolve on directed issuance of special rights entitling to shares

The General Meeting resolved in accordance with the proposal of the Board of Directors to authorize the Board of Directors to decide on issuance of special rights entitling to shares referred to in Chapter 10 Section 1 of the Companies Act as follows:

The issuance of special rights entitling to shares may be carried out in deviation of the shareholders’ pre-emptive rights.

The number of new shares to be issued based on the authorization may in total amount to a maximum of 1,113,586 shares.

The authorization will be used to execute the contemplated issuance of a convertible loan published on 31 August 2022. The Board of Directors decides on all terms and conditions of issuance of the convertible loan and the special rights entitling to shares relating thereto including right to resolve on amendments to the terms and conditions of the contemplated convertible loan and the special rights entitling to shares relating thereto published on 31 August 2022, if necessary. The authorization is valid until 31 December 2022.

Resolution on issuance of special rights entitling to shares by the Board of Directors

The Board of Directors of Nitro Games has resolved on issuance of a convertible loan to Nordisk Games A/S on 31 August 2022. The resolution was made conditional to decision by the Extraordinary General Meeting of the Company to authorize the Board of Directors to resolve on issuance of the special rights entitling to shares relating to the convertible loan.

The Board of Directors of Nitro Games has resolved, based on the authorization received from the Extraordinary General Meeting, on an issuance of special rights entitling to shares to Nordisk Games A/S. Based on the said special rights, maximum of 1,113,586 new shares of the Company can be subscribed at a subscription price of EUR 1.80 per share.

Other information related to the convertible loan has been published on 31 August 2022 in a company announcement.