Established in 2002, People Can Fly is a pioneer of shooter video games in Europe and one of the three most experienced Polish AAA game developers.

PCF IS A GLOBAL AAA GAME DEVELOPER

About us

People Can Fly is a developer of: Painkiller (released 2004), Bulletstorm (released 2011) and Gears of War: Judgment (released 2013). People Can Fly develops games for Play Station and Xbox consoles, PCs and streaming platforms.

Furthermore, in the course of its eight-years long partnership with the global game developer and publisher Epic Games, People Can Fly has cooperated on the development of such titles as: Gears of War, Gears of War 2, Gears of War 3, Unreal Tournament, Spyjinx and Fortnite.

People Can Fly’s technology backbone is based on the Unreal Engine — a popular game development engine created by Epic Games. People Can Fly is one of the leading European studios using the Unreal Engine in game development.

Today, in cooperation with the global publisher Square Enix, People Can Fly is working on the largest production in its history — an RPG shooter Outriders that was released on 1 April 2021.

At the same time, People Can Fly studio is working on three new Triple-A projects: Project Dagger is being developed in cooperation with one of the leading global publishers, Take-Two Interactive; Project Gemini is being developed together with Square Enix. The third project is an unrevealed game that the Group intends to release in a self-publishing model.

In 2020 People Can Fly was awarded the “Forbes Diamonds” title – it is the Forbes magazine annual ranking of the fastest growing companies.

In September 2021, the Group updated its strategy – the goal is to become one of the leading independent development studios, and from 2024, an every year release of a game produced in cooperation with a publisher or in self-publishing model. The Group also plans to expand its portfolio with new genres and games from compact AAA segment.

In 2020, Game Informer, the largest gaming magazine worldwide, honored Outriders with a cover and a multi-column editorial. This means that three consecutive titles of the People Can Fly team: Bulletstorm, Gears of War: Judgment and Outriders, were published on the title page of this prestigious US magazine. People Can Fly is the only developer in Poland to ever achieve such distinction.

Global
gaming
business

  • 1

    Successfully proven, unique expertise in development of AAA games.

  • 2

    One of the pioneers on the Polish and European market for shooter games.

  • 3

    Developer of globally recognized games: Painkiller, Bulletstorm, Gears of War: Judgment.

  • 4

    International team of more than 490 professionals, including a team of more than 300 professionals developing games in 7 locations on two continents (Europe and North America).

  • 5

    Stable business model relying on cooperation with the world largest game publishers: Square Enix, Take-Two Interactive and Gearbox.

  • 6

    Promising gaming pipeline – 3 new AAA games already in development, including one to be released in self-publishing model; new genres and games from compact AAA segment; starting from 2024, an every year release of a game developed in cooperation with a publisher or in the self-publishing model.

History
People
Can Fly

’02

People Can Fly starts its business

’04

Worldwide release of Painkiller

’07

Epic Games purchases shares in People Can Fly

’11

Release of Bulletstorm

’12

Sebastian Wojciechowski appointed for Management Board of PCF

’12

Epic Games the sole shareholder of PCF

’13

Release of Gears of War: Judgment

’15

Management buy-out from Epic Games by Sebastian Wojciechowski

’16

Publishing and development agreement with Square Enix for Outriders

’17

Opening a PCF studio in the UK, establishment of companies in the USA and Canada

’17

Remaster Bulletstorm – Bulletstorm: Full Clip Edition

’18

Opening a PCF studio in Rzeszów

’19

Opening a PCF studio in New York

’20

Commencement of work on new AAA games

’20

IPO on the WSE

’21

Release of Outriders

’21

Takeover of Phosphor Games, opening a PCF studio in Chicago

’21

Purchase of 100% shares in Canadian Game On Creative, Inc.

’21

Update of the Group’s strategy

’21

Purchase of the controlling stake of Incuvo S.A.

History
People
Can Fly

’02

People Can Fly starts its business

’04

Painkiller gets released

’07

Epic Games purchases shares in People Can Fly

’11

Original Bulletstorm is released

’12

Sebastian Wojciechowski appointed for Management Board of PCF

’12

Epic Games is the sole shareholder

’13

Release of Gears of War: Judgment

’15

Management buy-out of Epic Games by Sebastian Wojciechowski

’16

Publishing and development agreement with Square Enix for Outriders

’17

Establishing PCF UK and subsidiaries in USA and Canada

’17

Remaster Bulletstorm – Bulletstorm: Full Clip Edition

’18

Opening of PCF Rzeszów studio

’19

Opening a PCF studio in New York

’20

Start of works on new AAA games

’20

IPO on the WSE

’21

The release of Outriders

’21

Takeover of Phosphor Games, opening a PCF studio in Chicago

’21

Update of the Group’s strategy

News

Development
strategy

The strategic goal of the Group is to strengthen the People Can Fly brand and to become one of the leading independent development studios in the world, and from 2024, to achieve the goal of an every year release of a game produced in cooperation with a publisher or in self-publishing model. In terms of the developed games, People Can Fly aims to create ambitious and innovative AAA games and high-quality AA games.

  • 1

    Development of three new AAA games in cooperation with global publishers
    – Outriders (shooter RPG) – release date 1 April 2021 – publisher: Square Enix.
    – Project Gemini (AAA segment) – planned release by the end of 2024 – publisher: Square Enix.
    – Project Dagger (AAA segment, action game RPG) – planned release by the end of 2024 – publisher: Take-Two Interactive.

  • 2

    Development of the international team
    – hire new developers or attract development teams in USA, Canada, UK and Poland.
    – start new development studios for the Group or acquire other video game developers.

  • 3

    Self-publishing of games developed in reliance on own IP
    – after the necessary preparations People Can Fly is planning to develop and self-publish new games using its new or already existing own IP. Currently, the studio is working on a new IP.
    – development of own, unique software and tools used in game development, known as the PCF Framework.

  • 4

    Expanding the Group’s portfolio
    – development of games from the compact AAA segment and in new genres, not covered by the Group’s operations so far, i.e. other than shooter and action games, combining RPG elements.
    – starting from 2024, an every year release of a game produced by People Can Fly.

  • Details of the Group strategy can be found in the Company’s issue prospectus.

1
Warszawa
2
Łódź
3
Rzeszów
4
Newcastle
5
Montreal
6
New York
7
Chicago
1

Warszawa

2

Łódź

3

Rzeszów

4

Newcastle

5

Montreal

6

New York

7

Chicago

The Group employs an international team of more than 490 professionals, including a team of more than 300 game developers in seven studios, located in Poland (Warsaw, Rzeszów, Łódź), United Kingdom (Newcastle), USA (New York, Chicago) and Canada (Montreal). Canadian studio Game On is also a part of the Group. This organizational structure gives People Can Fly better access to top game development professionals all over the world and the ability to develop at least two AAA games simultaneously.

Management board

The Management Board comprises one person – the Management Board President, appointed for a three-year term of office, which expires on 6 November 2022.

Sebastian Wojciechowski

Sebastian Wojciechowski

President of the Management Board of PCF Group S.A.

Sebastian Wojciechowski has been associated with People Can Fly since 2013. He holds the position of the Management Board President from 2019. Earlier, he was the Management Board Member since 2013 and the Management Board President since 2015 in PCF Group sp. z o.o. (the legal predecessor of PCF Group S.A.). He is a majority shareholder of PCF Group S.A.

In the years 2008 – 2011 Sebastian Wojciechowski was the creator and director of the Digital Market department at Eurozet sp. z o.o., where he was responsible for the company’s digital strategy. From 1996 to 2007 he was co-founder, sales director, and then member of the management board of CR Media S.A. As part of his work in the CR Media capital group, in the years 2000 – 2008 he was vice-president of Ad.Point sp. z o.o. that managed AntyRadio and Radio Planeta FM radio stations. He graduated from the Warsaw School of Economics, specializing in Finance and Banking. In the years 1994 – 1995, under a Tempus scholarship, he studied at the Handelshøjskolen (Business School) faculty in Aarhus, Denmark.

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Supervisory
board

The Supervisory Board is composed of five people, appointed for a joint three-year term of office, which expires on 6 November 2022.

Mikołaj Wojciechowski – Chairman of the Supervisory Board, member of the Audit Committee
Appointed in 2019 for a joint three-year term of office.

In 2017 Mikołaj Wojciechowski was Chairman of the Supervisory Board at PCF Group sp. z o.o. (the legal predecessor of PCF Group S.A.). Since November 2019 he has held the position of Chairman of the Supervisory Board of PCF Group S.A.

Mikołaj Wojciechowski is an advocate and since 2010 he runs his own advocate’s practice in Warsaw. In the years 2006-2010 he did an advocate’s apprenticeship and worked as an apprentice advocate in the advocate office of Igor Magiera in Warsaw. In 2003 he graduated from the Law Faculty of the European University of Law and Administration in Warsaw.

Mikołaj Wojciechowski meets the criteria set out in Art. 129 sec. 5 of the Act on Statutory Auditors concerning knowledge and skills concerning the Company’s sector.

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Jacek Pogonowski – independent Member of the Supervisory Board, Chairman of the Audit Committee
Appointed in 2020 for a joint three-year term of office.

Since 2020 Jacek Pogonowski has held the position of member of the Supervisory Board of PCF Group S.A.

Jacek Pogonowski carries on a business activity under the business name Usługi Konsultingowe Jacek Pogonowski. Since 2008 he has been associated with the V4C Eastern Europe fund (formerly: Baring Central European Fund), and since 2018 also with the V4C Poland Plus fund, in which funds he is a partner and holds the position of a director. Since 1997 he has held the position of member of the Management Board of Erste Investments, where he headed the M&A department. Since 1995 he has worked in a branch of the Group Bank Austria in Poland – IB Austria Financial Advisor. He began his professional career at Arthur Andersen in Warsaw in 1991. In 1991 Jacek Pogonowski graduated from St. John’s University In New York with a bachelor’s degree in finance. In 2012 he completed the IESE Advanced Management Program course at the University of Navarra, and in 2017 at this same university he completed the course: Become a Positive Leader to Accelerate Positive Change.

Jacek Pogonowski meets the criteria of independence in the meaning of the Best Practices for GPW Listed Companies, as well as the Act on Statutory Auditors.

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Aleksander Marcin Ferenc – independent Member of Supervisory Board Member, member of the Audit Committee
Appointed in 2020 for a joint three-year term of office.

Since November 2020 Aleksander Ferenc has held the position of member of the Supervisory Board of PCF Group S.A. In the years 2016 – 2020 he was associated with Bank Gospodarstwa Krajowego, first holding the position of the Investment Manager in Towarzystwo Funduszy Inwestycyjnych BGK S.A., and then Head of Investment and M&A.

Earlier, in the years 2013 – 2015, he was director of the M&A department at Żabka Polska sp. z o.o. In 2013 he worked as director of the privatization department at PKP S.A., and in the years 2012 – 2013 as advisor in Krajowy Fundusz Kapitałowy S.A. In the years 2009 – 2012 he held the position of director of the M&A department at PZU S.A. From 2007 to 2009 he worked as deputy director responsible for the Central Eastern European region (CEE) and South Eastern European region (SEE) at the company Intermediate Capital Group PLC with its seat in London. In the years 1999 – 2007 he was associated with the fund Societe Generale Asset Management Alternative Investments Private Equity (formerly: Baring Corilius Private Equity and Baring Private Equity Partners). From 1998 to 1999 he worked at IB Financial Advisors and Erste Investments. He began his professional career at Arthur Andersen, working there in the years 1995 – 1997. He is a graduate of Mechanics from Warsaw University of Technology (1991) and has a PhD. from that same faculty in 1996. In 2006 he obtained an MBA at Manchester Business School (The University of Manchester). He also studied at the Catholic University of Leuven (Katholieke Universiteit Leuven) in Belgium. Aleksander Ferenc meets the criteria of independence in the meaning of the Best Practices for GPW Listed Companies, and the Act on Statutory Auditors.

Aleksander Ferenc meets the requirements set out in Art. 129 sec. 1 of the Act on Statutory Auditors concerning knowledge and skills in the field of accounting or auditing financial statements.

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Barbara Sobowska

Barbara Sobowska caries on a business activity under the name MOST Partners Barbara Sobowska and provides services for, amongst others, technology companies. Since 2017 she has held positions in boards of several commercial companies.

In years 2013 – 2016 she has been working as a lawyer in Weil, Gotshal & Manges – Paweł Rymarz sp. k. From 2012 to 2013 she has been working in law firm White & Case M. Studniarek i Wspólnicy – Kancelaria Prawna sp. k., and earlier (in years 2010 – 2011) in law firm Wilmer Cutler Pickering Hale and Dorr LLP. Since 2015 she is a solicitor in England and Wales and since 2013 an attorney-at-law in the State of New York. In 2012 she graduated from Harvard Law School with the title Master of Laws (LL.M.). In 2010 she graduated from the Faculty of Law and Administration of the Jagiellonian University in Cracow and in 2009 she graduated from International Business Law Program at Bucerius Law School in Hamburg.

Barbara Sobowska does not conduct any activity competitive to the Company and she is not a partner in any company competitive to the Company. She is neither a member of any board of a capital company competitive to the Company nor a member of any board of any other legal person competitive to the Company. Barbara Sobowska has not been entered into the Register of Insolvent Debtors.

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Kuba Dudek

Since 2013 Kuba Dudek has been associated with SpeedUp Venture Capital Group investment fund where he has been a managing partner since 2019. Earlier, he held the position of investment manager and analyst, leading and participating in over 30 investment and disinvestment processes of technology companies.

Kuba Dudek has started his professional career in 2010 in the BNP Paribas group, where he was initially involved in Fortis Lease, and then in the bank’s trade financing department. He graduated from University of Economics in Poznań, specializing in Capital Investments and Business Financial Strategies.

Kuba Dudek does not conduct any activity competitive to the Company and he is not a partner in any company competitive to the Company. He is neither a member of any board of a capital company competitive to the Company nor a member of any board of other legal person competitive to the Company. Kuba Dudek has not been entered into the Register of Insolvent Debtors.

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Shares and shareholding

Shareholding

Shareholding of PCF Group S.A. with its registered office in Warsaw as at 21 December 2021.*

Shareholder Number of shares in the share capital (%) Number of votes (%)
Sebastian Wojciechowski 14.969.480 49,98 14.969.480 49,98
Bartosz Kmita 2.579.910 8,61 2.579.910 8,61
Bartosz Biełuszko 1.805.936 6,03 1.805.936 6,03
Krzysztof Dolaś 1.805.936 6,03 1.805.936 6,03
Jointly the parties to the Entitled Shareholders Agreement** 21.161.262 70,65 21.161.262 70,65
Remaining shareholders 8.788.964 29,35 8.788.964 29,35
Total 29.950.226 100 29.950.226 100

* The shareholding structure is being updated following the reports from shareholders holding at least 5% of total amount of votes at the Company General Meeting.

**Shareholders Sebastian Wojciechowski, Bartosz Kmita, Bartosz Biełuszko, and Krzysztof Dolaś are parties to an agreement dated 26 June 2020, which agreement from the day at least one share in the company PCF Group S.A. is admitted to trading on the regulated market constitutes an understanding as referred to in Art. 87 sec. 1 point 5 of the Act 29 July 2005 on Public Offering, on Conditions for the Introduction of Financial Instruments, and on Public Companies.

Dividends

Dividend policy

One of the basic tasks of the Company’s capital resources management policy is to pay out dividends to shareholders in a predictable manner. Therefore, on 29 July 2020 the Company Management Board adopted a dividend policy that assumes the submission to the General Meeting of a proposal to pay out dividends, together with a Management Board recommendation, subject to the general rules below.

With regard to profit generated for the financial year 2020 and subsequent financial years, the Management Board plans to recommend paying out dividends at a level of 10% to 20% of net profit.

When definitively determining the value of dividends that will be recommended to the General Meeting, the Management Board will take into account in particular the prospects of the Group, future expected profits, the Group’s financial position and development plans, as well as the applicable legal regulations.

The Management Board does not guarantee or ensure in any way the amount of the profit achieved by the Company or parts thereof that may be allocated to paying out dividends. The decision to pay out dividends and the amount of the paid out dividends depend each time on the shareholders’ decision taken as part of an ordinary General Meeting, where the shareholders are not bound in any way by the Management Board’s recommendation.
The dividend policy is subject to periodic review by the Company Management Board.

All Company shares have equal rights to dividends (as well as advances against dividends) and entitle the holders to a share in the Company’s profits as at the day they are acquired, on condition that the General Meeting adopts a resolution on distribution of profits (or, respectively, in the case of an advance against dividends, resolutions of the Management Board and the Supervisory Board) and establishes the day of pay out of the dividends as a date falling after the date of acquisition of the shares.

History of pay outs of dividends by the Company

Financial year for which dividends were paid out

Company net profit available for distribution Dividends paid out (PLN) Dividends per share (PLN) Date of General Meeting Dividend day Day of pay out of dividends
2020 29.095.746,74 5.616.877,28 0,19 22/6/2021 30/6/2021 8/7/2021
2019 2.235.443,13(1) 9/23/2020
2018 14.688.200,09(2) 5.000.000,00 454,55 6/28/2019 6/28/2019 8/9/2019
2017 15.035.779,30(2) 6/19/2018
2016 4.561.970,61(2) 6/22/2017
2015 2.820.131,77(2) 6/15/2016

(1) Company’s net profit disclosed in the separate financial statements of the Company prepared in accordance with the International Financial Reporting Standards.

(2) Company’s net profit disclosed in the separate financial statements of the Company prepared in accordance with the accounting rules set out in the Accounting Act, as well as in regulations issued on the basis of that Act (i.e. the Polish Accounting Standards).

PCF Group S.A. was established as a result of the transformation of a limited liability company under the business name PCF Group spółka z ograniczoną odpowiedzialnością with its registered office in Warsaw into the joint stock company PCF Group Spółka Akcyjna with its registered office in Warsaw. PCF Group S.A. was entered into the register of entrepreneurs of the National Court Register on 6 November 2019.

Calendar

Events

24.05.2021
Extraordinary General Meeting

28.05.2021
Consolidated quarterly report for the first quarter of 2021

29.09.2021
Consolidated report for the first half of 2021

29.11.2021
Consolidated quarterly report for the third quarter of 2021

Closed periods

Pursuant to Art. 19 sec. 11 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC “(…) a person discharging managerial responsibilities within an issuer shall not conduct any transactions on its own account or for the account of a third party, directly or indirectly, relating to the shares or debt instruments of the issuer or to derivatives or other financial instruments linked to them during a closed period of 30 calendar days before the announcement of an interim financial report or a year-end report which the issuer is obliged to make public (…)”. Pursuant to the quoted provision, persons discharging managerial responsibilities at PCF Group S.A. are bound in 2021 by the following closed periods in relation to the announcement of the Company’s interim reports:

  • 27 March 2021 inclusively – 26 April 2021 inclusively – closed period related to the publication of the separate and consolidated annual report for the year 2020
  • 28 April 2021 inclusively – 28 May 2021 inclusively – closed period related to the publication of the consolidated quarterly report for the first quarter of 2021
  • 30 August 2021 inclusively – 29 September 2021 inclusively – closed period related to the publication of the consolidated half-year report for the first half-year of 2021
  • 30 October 2021 inclusively – 29 November 2021 inclusively – closed period related to the publication of the consolidated quarterly report for the third quarter of 2021

Reports

Current

03.01.2022

Current Report No. 1/2022
Information on managers’ transactions

21.10.2021

Current report No. 45/2021
Information on managers’ transactions

18.10.2021

Current report No. 44/2021
Information on managers’ transactions

27.09.2021

Current report No. 43/2021
Update of PCF Group S.A. strategy

30.08.2021

Current report No. 42/2021
Information on managers’ transactions

Current report No. 41/2021
Information on managers’ transactions – amendment

18.08.2021

Current report No. 39/2021
Information on managers’ transactions

Attachment to Current report No. 39/2021
Notification of transaction

Attachment to Current report No. 34/2021
Notification on the change of share in the share capital and in the total number of votes in PCF Group S.A.

Attachment to Current report No. 33/2021
Notification on the change of share in the share capital and in the total number of votes in PCF Group S.A.

22.06.2021

Current report No. 31/2021
Rectification of Current report No. 29/2021

Attachment to Current report No. 25/2021
Notice of AGM

Attachment to Current report No. 25/2021
Draft AGM resolutions

24.05.2021

Current report No. 23/2021
List of shareholders holding at least 5% of the total number of votes at the Extraordinary Shareholders’ Meeting of PCF Group S.A. held on 24 May 2021

Attachment to Current report No. 22/2021

17.05.2021

Current report No. 21/2021
Resolutions of the Supervisory Board regarding matters introduced to the agenda of the Extraordinary Shareholders’ Meeting convened on 24 May 2021

Attachment to Current report No. 21/2021

04.05.2021

Current report No. 20/2021
Conclusion of subscriptions for series B shares and sale of part of series A shares by public offering – supplement to the Current report No 6/2020

Attachment to Current report No. 19/2021
Notification under Article 69 and Article 69b in conjunction with Article 87 Section 1 item 5) of the Act on Public Offering

Current report No. 17/2021
Rectification of current report No. 15/2021

Attachment to Current report No. 16/2021
Notice of Extraordinary General Meeting

Current Report No. 15/2021
Execution of an investment agreement

Current report No. 11/2021
Disclosure of delayed inside information concerning the conclusion by PCF Group S.A. of a transaction terms worksheet to take over the development team of Phosphor Games, LLC

01.02.2021

Current report No. 7/2021
Determination of the last day of listing of the rights to series B shares and introduction of series B shares to trading on the regulated

Attachment to Current report No. 5/2021
Notification on the change of share in the share capital and in the total number of votes in PCF Group S.A.

Attachment to Current report No. 4/2021
Notification on the change of share in the share capital and in the total number of votes in PCF Group S.A.

14.01.2021

Current report No. 2/2021
Indication of the Supervisory Board members appointed pursuant to the exercise of the personal right of shareholders constituting the Group of the Eligible Shareholders

06.01.2021

Current report No. 1/2021
Postponement of the “Outriders” release

Current report No. 1/2020
Granting access to the ESPI system

EBI

Periodic

Q3 2021

Interim consolidated financial statements Q3 2021

Financial results presentation Q3 2021

Q2 2021

Half-year financial report_2021

Half-year Director’s report on the operations_2021

Report on Review of the Condensed Half-year Financial Statements_2021

Q1 2021

Interim consolidated financial statements Q1 2021

Financial results presentation Q1 2021

2020

Letter to Shareholders

Full-year financial statement_2020

Full-year consolidated financial statements_2020

Director’s report on the operations_2020

Independent Auditor’s Report on Annual Financial Statements_2020

Independent Auditor’s Report on Annual Consolidated Financial Statements_2020

Statement of the Management Board_2020

Statement of the Management Board of the parent_2020

Assessment of the full-year financial statements_2020

Corporate governance

Corporate documents

Best practices

Representation regarding the diversity policy

The Company has not yet developed a formal diversity policy. The Company employs persons with adequate qualifications and professional expertise, with no regard to age or gender. In selecting candidates for the supervisory and managing bodies the competent authorities are driven by the best interests of the Company and its shareholders and take into account the qualification, skills and expertise of the candidates. Due to the specificities of the Company’s business activity, its size and the need to attract employees equipped with specialized knowledge, the decisive criteria for the Company in selecting the employees are solely the qualifications and professional expertise, disregarding any non-substantive attributes, such as age or gender. The members of the Company’s authorities and its officers are selected in such way as will ensure that they have adequate educational background, qualifications and expertise in order to let the Company benefit from these strengths in all areas of the Company’s activities. At the same time, due to the Company’s dynamic growth, the Company believes that imposing a formalized diversity policy might adversely affect the Company’s ability to solicit the persons who have the skills and abilities required by Company at the particular moment of its development.

Representations regarding the compliance with corporate governance rules

Corporate governance statement for the financial year ended 31 December 2020

Disclosure regarding compliance with the recommendations and rules set out in the Best Practice for GPW Listed Companies 2016

Scheme of acts and responsibilities

Related party transactions

No relevant disclosures concerning related party transactions

Contact

Mateusz Kirstein
+48 22 455 65 21
ir@peoplecanfly.com

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