On 19 February 2020 Embracer Group AB ("Embracer") entered into an agreement regarding the acquisition of the assets in Saber Interactive Inc., which was announced through a press release on 19 February 2020, for an initial purchase price of USD 150 million, on a cash and debt free basis, and a potential earn-out payment of USD 375 million. The total consideration, assuming full earn-out, thus amounts to USD 525 million. All conditions for the transaction have now been fulfilled and the transaction is thereby completed.
Completion of the transaction
All conditions for the transaction, including regulatory approvals such as merger control clearance, have now been fulfilled and the transaction is thereby completed.
The upfront purchase price of USD 150 million on a cash and debt free basis has today been paid through a cash payment of USD 100 million to the seller and through 6,209,353 B shares issued to the seller, corresponding to a value of USD 50 million. Furthermore, an additional 34,151,445 shares have been issued today as part of the earn-out, corresponding to a value of USD 275 million (divided on 6,399,137 A shares and 27,752,308 B shares). The shares paid as part of the earn-put vest after 3 and 6 years, respectively, in accordance with the information previously announced in the press release on 19 February 2020. Finally, additional compensation for levels of net cash and net working capital acquired as per the closing date has been settled through a combination of USD 8.4 million in cash and 1,424,559 B shares issued to the sellers corresponding to a value of USD 11.5 million. Thus, total compensation for levels of net working capital amounts to USD 19.9 million. In total 41,785,357 shares have been issued today.
All shares in accordance with the above have been issued, subscribed for and allotted.
The acquired assets will be consolidated into Embracer Group's financial statements as of 1 April 2020.
For further information on the transaction, reference is made to the press release announced on 19 February 2020 and the presentation about the transaction available at Embracer Group's website.
Carnegie Investment Bank AB (publ) and EY are acting as financial advisers and Baker McKenzie is acting as legal counsel to Embracer Group in the Transaction.
Alantra is acting as financial adviser, and Jeffrey Oshinsky of Edelboim Lieberman Revah Oshinsky, PLLC, and Comiter, Singer, Baseman & Braun are acting as legal advisors to the shareholders of Saber Interactive in the Transaction.
For more information, please contact:
Lars Wingefors, Co-founder and Group CEO Embracer Group AB (publ)
Tel: +46 708 47 19 78
About Embracer Group:
Embracer Group is the parent company of businesses developing and publishing PC and console games for the global games market.
The Group has an extensive catalogue of over 160 owned franchises, such as Saints Row, Goat Simulator, Dead Island, Darksiders, Metro, MX vs ATV, Kingdoms of Amalur, TimeSplitters, Satisfactory, Wreckfest and World War Z amongst many others. With its head office based in Karlstad, Sweden, Embracer Group has a global presence through its five operative groups: THQ Nordic GmbH, Koch Media GmbH/Deep Silver, Coffee Stain AB, Amplifier Game Invest and Saber Interactive. The Group has 31 internal game development studios and is engaging more than 3,500 employees and contracted employers in more than 40 countries.
Embracer Group’s shares are publicly listed on Nasdaq First North Stockholm under the ticker EMBRAC B with FNCA Sweden AB as its Certified Adviser; email@example.com +46-8-528 00 399.
For more information, please visit: http://www.embracer.com
Embracer Group is a global group of creative and entrepreneurial businesses in PC/console, mobile and board games and other related media. The Group has an extensive catalog of over 900 owned or controlled franchises.
With its head office based in Karlstad, Sweden, Embracer Group has a global presence through its twelve operative groups: THQ Nordic, PLAION, Coffee Stain, Amplifier Game Invest, Saber Interactive, DECA Games, Gearbox Entertainment, Easybrain, Asmodee, Dark Horse, Freemode and Crystal Dynamics – Eidos. The Group has 132 internal game development studios and is engaging more than 15,000 employees in more than 40 countries.