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Notice of Kambi Group Plc Extraordinary General Meeting 2022

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In terms of Articles 41 and 42 of the Articles of Association of the Company
NOTICE IS HEREBY GIVEN that that AN EXTRAORDINARY GENERAL MEETING (the “Meeting”) of Kambi Group plc, company number C 49768 (the “Company”) will be held on Thursday 30 June 2022 at 11.00 CEST at Kambi, Hälsingegatan 38, 113 43 Stockholm, Sweden, to consider the following Agenda. The registration of shareholders starts at 10.30 CEST.

Right to attendance and voting

  • To be entitled to attend and vote at the Meeting (and for the purpose of the determination by the Company of the number of votes they may cast), shareholders must be entered on the Company’s register of members maintained by Euroclear Sweden AB by Thursday 9 June 2022.
  • Shareholders whose shares are registered in the name of a nominee should note that they may be required by their respective nominee/s to temporarily re-register their shares in their own name in the register of members maintained by Euroclear Sweden AB in order to be entitled to attend and vote (in person or by proxy) at the Meeting. Any such re-registration would need to be effected by Thursday 9 June 2022. Shareholders should therefore liaise with and instruct their nominees well in advance thereof.
  • To be entitled to attend and vote in person at the Meeting, shareholders must notify Euroclear Sweden AB of their intention to attend the Meeting by Thursday 9 June 2022 and can do so by (i) e-mail to Generalmeetingservice@euroclear. com or (ii) mail to: Kambi Group plc, c/o Euroclear Sweden AB, Box 191, SE-101 23 Stockholm, Sweden or (iii) by phone on +46 8 402 9092 during the office hours of Euroclear Sweden AB. Notification should include the shareholder’s name, address, email address, daytime telephone number, personal or corporate identification number, number of shares held in the Company, as well as details of any proxies (if applicable, in the case that the shareholder has appointed a third party representative to attend the Meeting in their stead). Information submitted in connection with the notification will be computerised and used exclusively for the Meeting. See below for additional information on the processing of personal data.

Shareholders’ right to appoint a proxy

  • A shareholder who is entitled to attend and vote at the Meeting, is entitled to appoint one or more proxies to attend and vote on his or her behalf. A proxy need not also be a shareholder. If the shareholder is an individual, the proxy form must be signed by the appointer (or his authorised attorney) or comply with Article 126 of the Articles. If the shareholder is a corporation, the proxy form must be signed on its behalf by an authorised attorney or a duly authorised officer of the corporation or comply with Article 126 of the Articles.
  • Proxy forms must clearly indicate whether the proxy is to vote in their discretion or in accordance with the voting instructions sheet attached to the proxy form. Your proxy shall vote as you have directed in respect of the resolutions set out in this notice or on any other resolution that is properly put to the meeting. If the proxy form is returned to the Company without any indication as to how the proxy shall vote, generally or in respect of a particular resolution, the proxy shall exercise their discretion as to how to vote or whether to abstain from voting, generally or in respect of that particular resolution (as applicable).
  • Where the shareholder is a corporation, a document evidencing the signatory right of the officer signing the proxy form, must be submitted with the proxy form. Where the proxy form is signed on behalf of the shareholder by an attorney (rather than by an authorised representative, in the case of a corporation), the original power of attorney or a copy thereof certified or notarised in a manner acceptable to the Board of Directors must be submitted to the Company, failing which the appointment of the proxy may be treated as invalid.
  • The original signed proxy form and, if applicable, other supporting documents (required pursuant to the above instructions), must be received by Euroclear Sweden AB no later than Thursday 9 June 2022 by (i) e-mail to Generalmeetingservice@euroclear .com or (ii) mail to: Kambi Group plc, c/o Euroclear Sweden AB, Box 191, SE-101 23 Stockholm, Sweden. Shareholders are therefore encouraged to submit their proxy forms (and other supporting documents, if any) as soon as possible.
  • Proxy forms are available on the Company website  under the General Meetings section.
  • Aggregated attendance notifications and proxy data processed by Euroclear Sweden AB must be transmitted to and received by the Company by email at Mia.Nordlander@kambi .com not less than 48 hours before the time appointed for the Meeting and in default shall not be treated as valid.

Agenda

1. Opening of the Meeting

2. Election of Chairman of the Meeting

3. Drawing up and approval of the voting list

4. Approval of the Agenda

5. Determination that the Meeting has been duly convened

6. Election of two persons to approve the minutes

Special Business (Extraordinary Resolutions)

7. THAT the Directors be and are hereby duly authorised and empowered in accordance with Articles 85(1) and 88(7) of the Companies Act and Article 3 of the Articles, on one or several occasions prior to the date of the next Annual General Meeting of the Company, to issue and allot up to a maximum of 3,106,480 Ordinary ‘B’ shares in the Company of a nominal value of €0.003 each (corresponding to a dilution of 10% of total shares as at the date of the notice to the 2022 Annual General Meeting) for payment in kind or through a direct set-off in connection with an acquisition, and to authorise and empower the Directors to restrict or withdraw the right of pre-emption associated to the issue of the said shares. This resolution is being taken in terms and for the purposes of the approvals necessary in terms of the Companies Act and the Articles of Association of the Company. (Resolution a)

8. WHEREAS (i) at a meeting of the Board of Directors of the Company held on 30 March 2022, the Directors resolved to obtain authority to buy back Ordinary ‘B’ shares in the Company having a nominal value of €0.003 each; and

(ii) pursuant to Article 5 of the Articles and Article 106(1) (b) of the Companies Act a company may acquire any of its own shares otherwise than by subscription, provided inter alia authorisation is given by an extraordinary resolution, which resolution will need to determine the terms and conditions of such acquisitions and in particular the maximum number of shares to be acquired, the duration of the period for which the authorisation is given and the maximum and minimum consideration.

NOW THEREFORE the members of the Company resolve that the Company be generally authorised to make purchases of Ordinary ‘B’ shares in the Company of a nominal value of €0.003 each in its capital, subject to the following:

(a) the maximum number of shares that may be so acquired is 3,106,480 which is equivalent to 10% of total shares as at the date of the notice to the 2022 Annual General Meeting;

(b) the minimum price that may be paid for the shares is SEK1 per share;

(c) the maximum price that may be paid for the shares is SEK1,000 per share;

(d) the maximum aggregate number of shares that can either be i) issued and allotted under Resolution a and, ii) bought back under this Resolution b, shall not exceed 3,106,480; and

(e) the authority conferred by this resolution shall expire on the date of the 2023 Annual General Meeting, but in any case shall not exceed the period of 18 months, but not so as to prejudice the completion of a purchase contracted before that date. (Resolution b)

9. Closing of the Extraordinary General Meeting


Information about proposals related to Agenda items

Both extraordinary Resolutions, Resolutions a and b, were presented in their entirety to the Annual General Meeting held on 17 May, 2022 (which resolutions were referred to therein as resolutions m and n respectively), and obtained one majority of two required in terms of article 135 of the Companies Act (Cap 386), and in terms of Articles 48B.2(b) of the Articles of Association of the Company. To this end, this Extraordinary General Meeting is being convened within 30 days of the Annual General Meeting, in accordance with the aforementioned provisions of the Companies Act and the Articles, in order to take a fresh vote on the proposed extraordinary resolutions.

Agenda item 7 (Resolution a)
The objectives of the authorisation are to increase the financial flexibility of the Company and to enable the Company to use its own financial instruments for payment in kind or through a directed set-off to a selling partner in connection with any business acquisitions the Company may undertake or to settle any deferred payments in connection with business acquisitions. The market value of the shares on each issue date will be used in determining the price at which shares will be issued. For the purposes of Article 88(7) of the Companies Act, through this resolution the members of the Company are also authorising the Board of Directors to restrict or withdraw the members’ right of pre-emption that would normally entitle members to be offered the newly issued shares in the Company in proportion to their shareholding before such new shares are offered to third parties.

Agenda item 8 (Resolution b)
The Board of Directors proposes that the acquisition by the Company of its own shares shall take place on First North Growth Market at Nasdaq Stockholm or via an offer to acquire the shares to all members of the Company. Such acquisitions of own shares may take place on multiple occasions and will be based on market terms, prevailing regulations and the capital situation at any given time. Notification of any purchase will be made to First North Growth Market at Nasdaq Stockholm and details will appear in the Company’s annual report and accounts. Any resolution to repurchase own shares will be publicly disclosed. The objective of the buyback and transfer right is to ensure added value for the Company’s shareholders and to give the Board increased flexibility with the Company’s capital structure.

Following such buybacks, the intention of the Board would be to either cancel, use as consideration for an acquisition or transfer to employees under a company share incentive plan. Once repurchased, further shareholder and Bondholder approval would be required before those shares could be cancelled.

If used as consideration for an acquisition the intention would be that they would be issued as shares and not sold first.

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Global release of Trophy Hunter – test your skills in the next evolution of hunting games

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On July 3, 2025, Trophy Hunter – the latest game developed by the Ten Square Games team – launched globally across major markets. With this title, the company expands its presence in the fast-growing hunting game segment, where it already has solid experience. Trophy Hunter is the third Ten Square Games project in this genre – this time designed as a skill-based game, offering an accessible yet competitive experience for a broad player base.

“- Ten Square Games was one of the pioneers in the mobile hunting games segment. Since the release of Hunting Clash, the market has grown significantly, and players’ expectations have evolved. Trophy Hunter is our response to those changes – a skill based game that emphasizes fast-paced gameplay, reflexes, and strategic decision-making. We’re building on a world we know well, but offering a new style of play that opens up fresh growth opportunities,” says Jakub Noganowicz, Product Owner of Hunting Clash and Trophy Hunter.

About Trophy Hunter

Trophy Hunter is a hunting game designed for players who enjoy quick, dynamic gameplay and competitive PvP action. Its core mode features three-round duels where precision, reaction time, and decision-making under pressure matter most – rather than exploration or resource management. Players can upgrade their personal base (Hunter’s Lodge), customize weapons, and compete in a structured league system.

“- The launch of Trophy Hunter is a test for both an alternative gameplay model and a more hybrid approach to monetization. We see this moment as the conclusion of the game’s first development phase. Now begins the most important stage – one driven by player feedback. The success of the project will depend not only on how the game is received but also on our ability to scale the title and consistently grow its player base,” says Andrzej Ilczuk, CEO of Ten Square Games.

Trophy Hunter follows a free-to-play model with microtransactions that let players upgrade weapons and ammo. It also features rewarded video ads**, allowing revenue generation from non-paying users. Thanks to hybrid monetization and a lower entry threshold, Trophy Hunter is aimed at a broader audience. Its lower cost per acquisition offsets the lower ARPU* compared to other Ten Square Games titles. The hybrid business model allows room for scalable growth and expanding the game’s reach.

From prototype to global release

Development on Trophy Hunter began in Q1 2024. In the final production phase, the core development team included 10 directly involved contributors.

In late June 2025, as part of pre-launch preparations, Ten Square Games removed the test version of the app from Google Play and the App Store, replacing it with the final version and opening preregistration. Over 500,000 players only on Google platform used the opportunity to ensure the fastest possible access to the game on global launch day. Those who preregistered received an exclusive in-game reward – a replica of the Beretta BRX1 rifle and 10 rounds of special ammunition. This was made possible thanks to Ten Square Games’ collaboration with the globally recognized Beretta brand, originally established for Hunting Clash.

What’s next

At launch, the game includes 9 playable arenas. The release marks the beginning of a new development chapter for Trophy Hunter. The roadmap includes progressive content expansion and ongoing testing of the game’s global scalability. If this proves successful, future updates will bring more arenas, new gameplay modes, a LiveOps system, Battle Pass, and additional features to boost player engagement and expand challenge variety.

* ARPU – average revenue per user
** Rewarded video – an ad format where players voluntarily watch a video ad in exchange for an in-game reward.

The post Global release of Trophy Hunter – test your skills in the next evolution of hunting games appeared first on European Gaming Industry News.

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Compliance Updates

HIPTHER Launches Responsible Gambling Assessment Tool Across Its Global Gaming Media Network

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HIPTHER, a leading media and events brand in the Gaming and Tech industries, has launched a new Responsible Gambling Assessment Tool, now live across all of its gaming media platforms. This quick, anonymous self-test is designed to help players better understand their relationship with gambling, encouraging safer play through awareness and early self-checks.

The “Play Responsibly” tool is backed by clinical research and built with user privacy at its core, based on the globally recognized Problem Gambling Severity Index (PGSI) – a 9-question framework used to assess gambling risk levels, from low to moderate or high.

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Designed to meet WCAG 2.1 AA accessibility standards, the tool ensures a smooth and inclusive user experience for everyone. With multilingual support and local resource integration, it helps diverse populations connect with trusted support networks in their region.

While our media platforms primarily serve the B2B side of the industry, we know they’re also visited by players looking for insights and updates. That’s why it’s important for us to go beyond headlines and contribute real tools that support safer play. This assessment is one small, meaningful step toward that.” – Zoltán Tűndik, Co-Founder and Head of Business at HIPTHER.

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By launching this tool, HIPTHER reaffirms its ongoing commitment to promoting transparency, responsibility, and player well-being in the global gaming industry. Together with our partners and audiences, we continue working toward a safer, more informed future for players everywhere.

The post HIPTHER Launches Responsible Gambling Assessment Tool Across Its Global Gaming Media Network appeared first on Gaming and Gambling Industry in the Americas.

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Evoplay

Evoplay enters Peru’s lottery vertical through a partnership with Loterías Torito

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Evoplay, the award-winning game development studio, has partnered with Loterías Torito, one of the authorised operators of lottery games in Peru, to supply a tailored portfolio of instant win games.

The collaboration will see five of Evoplay’s most popular instant games, including Adrenaline Rush, Adrenaline Rush: Scratch, Penalty Shootout: Street, BBall Blitz, and Hockey Shootout, launch on Loterías Torito’s platform. Each title has been localised and tailored to meet the lottery’s regulatory standards and responsible gaming objectives.

Operating both online and across retail locations, Loterías Torito is a trusted name in the Peruvian lottery sector. Its blend of traditional lottery products and digital offerings makes it an ideal partner for Evoplay’s instant game portfolio, which is designed to attract a broader, mobile-first audience.

Breaking into the lottery space marks a significant achievement for Evoplay, following their strategy to expand its presence in regulated markets across Latin America, delivering localised content and tailored solutions to forward-thinking lottery operators.

Frank Cecchini, Head of Lottery at Evoplay, said: “We are immensely proud to be working with Loterías Torito. “I firmly believe our content can bridge the gap between lottery players and online gamers, helping drive revenue in a safe, responsible, and engaging way.”

José Ludeña Díaz, Director of Operations at Loterías Torito, added: “Evoplay’s games are one of a kind. They’re innovative, high-quality, and exactly what we need to appeal to new generations of players while staying true to our mission and values.”

The post Evoplay enters Peru’s lottery vertical through a partnership with Loterías Torito appeared first on Gaming and Gambling Industry in the Americas.

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