GDEV Announces Tender Offer Results

LIMASSOL, Cyprus, Sept. 29, 2026 /CourierPR/ -- GDEV Inc., an international gaming and entertainment company, has announced the preliminary results of a previously announced self-tender offer to purchase up to $20,000,000 in value of its ordinary shares, or up to 1,813,236 shares, at a purchase price of $11.03 per share, net to the seller in cash, without interest, less any applicable withholding taxes. The tender offer expired at 5:00 p.m., Eastern Time, on September 28, 2026 (the "Expiration Time").

According to the preliminary count by Continental Stock Transfer & Trust Company, the depositary for the tender offer, 56,830 shares were properly tendered and not properly withdrawn prior to the Expiration Time, including 280 shares tendered through notice of guaranteed delivery, which may be delivered within the two business days settlement period.

In accordance with the terms and conditions of the tender offer, and based on the preliminary results reported by the Depositary, GDEV Inc. expects to purchase up to 56,830 shares through the tender offer at a price of $11.03 per share, for an aggregate cost of approximately $626.8 thousand, excluding fees relating to the tender offer. This represents approximately 0.3% of the total number of issued ordinary shares of the Company outstanding as of the commencement of the tender offer on August 31, 2026.

Following the completion of the tender offer, GDEV Inc. expects to have approximately 18.1 million shares outstanding immediately following payment for the shares purchased. The shares acquired pursuant to the tender offer will be held by the Company as treasury shares and will remain available for the Company to issue in the future.

The number of shares expected to be purchased by GDEV Inc. is preliminary and subject to change. The preliminary information contained in this article is subject to confirmation by the Depositary and is based on the assumption that all shares tendered through notice of guaranteed delivery will be delivered within the two business days settlement period. The final number of shares to be purchased by GDEV Inc. will be announced following the completion by the Depositary of the confirmation process. Payment for the shares accepted for purchase under the tender offer will occur promptly thereafter.

GDEV Inc. has engaged D.F. King & Co., Inc. as the information agent for the tender offer, and Continental Stock Transfer & Trust Company as the depositary.

GDEV Inc. expects to have approximately 18.1 million shares outstanding immediately following payment for the shares purchased in the tender offer. The shares acquired pursuant to the tender offer will be held by the Company as treasury shares, and will remain available for the Company to issue in the future. The number of shares expected to be purchased by the Company is preliminary and subject to change. The preliminary information contained in this article is subject to confirmation by the Depositary and is based on the assumption that all shares tendered through notice of guaranteed delivery will be delivered within the two business days settlement period. The final number of shares to be purchased by the Company will be announced following the completion by the Depositary of the confirmation process. Payment for the shares accepted for purchase under the tender offer will occur promptly thereafter.

D.F. King & Co., Inc. is serving as the information agent for the tender offer, and Continental Stock Transfer & Trust Company is serving as the depositary.

GDEV Inc. is a gaming and entertainment holding company, focused on development and growth of its franchise portfolio across various genres and platforms. With a diverse range of subsidiaries including Nexters and Cubic Games, among others, GDEV Inc. strives to create games that will inspire and engage millions of players for years to come. Its franchises, such as Hero Wars, Pixel Gun 3D, and others have accumulated over 550 million installs and $2.5 billion of bookings worldwide. For more information, please visit www.gdev.inc.

Certain information regarding the tender offer is as follows: the information in this article describing GDEV Inc.’s tender offer is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell shares of GDEV Inc. in the tender offer. The tender offer will only be made pursuant to the Offer to Purchase, the related Letter of Transmittal, and other related materials filed as part of the Tender Offer Statement on Schedule TO, in each case as may be amended or supplemented from time to time. Shareholders should read such Offer to Purchase and related materials carefully and in their entirety because they contain important information, including the various terms and conditions of the tender offer.

Shareholders of GDEV Inc. may obtain a free copy of the Tender Offer Statement on Schedule TO, the Offer to Purchase, and other documents that GDEV Inc. is filing with the Securities and Exchange Commission from the Securities and Exchange Commission’s website at www.sec.gov.