Summary · why it matters
Ice Code Games S.A., listed on Poland's NewConnect exchange, has signed a binding preliminary share purchase agreement with Robin Hoksnes Karlsen, representing Estonia-based AMIHAN OÜ, to acquire 100% of AMIHAN's shares in exchange for newly issued ICG stock. The deal marks a strategic pivot from ICG's game-development roots toward real estate and Real-World Asset tokenization, with Global Pivot Equity serving as advisor. ICG is valued at approximately PLN 38 million under the PSPA, based on average daily market cap from November 2025 to July 2026, while PKF Advisory valued 100% of AMIHAN's equity at roughly USD 15 million, or about PLN 57 million. AMIHAN shareholders will hold at least 60% of ICG post-issuance, with existing shareholders retaining no more than 40%, excluding future warrant-related shares. AMIHAN's flagship is the Mercedes Island / Apuao Grande project in the Philippines, alongside ventures across Southeast Asia, Africa, and the Nordics, and it is consolidating its RWA activities into the new EU-based AMIHAN OÜ, succeeding the BVI-registered AMIHAN Innovations Limited. Separately, FinGames Lending will convert EUR 150,000 of its ICG loan into 6.525 million shares at PLN 0.10 per share, subject to conditions, and receive 43 million free warrants exercisable at the same price through end-2027, worth up to PLN 4.3 million if fully exercised.