Embracer Group Mergers and Acquisitions Presentation Deck

Made public by

sourced by PitchSend

3 of 19

Category

Communication

Published

December 2021

Slides

Transcriptions

#1EMBRACER+ GROUP Embracer Group enters into agreement to acquire Perfect World Entertainment 21 December 2021#2DISCLAIMER IMPORTANT INFORMATION PLEASE READ THE FOLLOWING BEFORE CONTINUING READING This presentation (the “Presentation") has been prepared by Embracer Group AB ("Embracer" or the "Company") and is provided for information purposes only. By attending a meeting where this Presentation is presented or by accessing information contained in or obtained from the Presentation, including by reading this Presentation, you agree to be bound by the following limitations and notifications. This Presentation may not be used for, or in connection with, any offer to, or solicitation by, any person in any jurisdiction or under any circumstances. This Presentation does not constitute or form part of, and should not be constructed as, any offer, invitation, solicitation or recommendation to purchase, sell or subscribe for any securities in the Company in any jurisdiction and does not constitute any form of commitment or recommendation on the part of Embracer or anyone else. The Presentation is intended to present background information on the Company and is not intended to provide complete disclosure. Readers of the Presentation should not treat the contents of this Presentation as an advice relating to legal, taxation, investment or any other matters. Neither the Presentation, nor any part of it, shall form the basis of, or be relied upon in connection with, any contract or commitment whatsoever. This presentation is not a research report. The Company and its affiliates, directors, advisors, employees and representatives disclaims any and all liability for direct and indirect consequences resulting from decisions which are wholly or partly based on information in the Presentation. The Presentation does not constitute and should not be considered as any form of financial opinion, advice or recommendation by the Company or anyone else. This Presentation is not a prospectus in accordance with the (EU) 1129/2019 Prospectus Regulation and has not been approved or reviewed by any governmental authority or stock exchange in any jurisdiction in the EEA. Nor has the Presentation been reviewed or approved by any other regulatory authority or stock exchange globally. The distribution of the Presentation in certain jurisdictions may be restricted by law and persons into whose possession the Presentation comes should make themselves aware of the existence of, and observe, any such restriction. The securities of the Company have not been and will not be registered under the U.S. Securities Act, as amended (the "Securities Act"), or under any of the relevant securities laws of any state or other jurisdiction of the United States and the Company does not intend to make a public offer of its securities in the United States. Certain information contained in this Presentation (including market data and statistical information) has been obtained from various sources prepared by other parties (including third party sources) that the Company has deemed to be relevant and trustworthy. Moreover, certain information in the Presentation is based on assumptions, estimates and other factors that were available to the Company at the time of when the information was prepared. Such assumptions, estimates or other factors, either made by the Company or by third parties, may prove to be, or become, incorrect, thus rendering the information in the Presentation to be inaccurate, incomplete or incorrect. No representation or warranty, express or implied, is made by the Company or any of its affiliates, directors, advisors, employees and representatives as to the accuracy, completeness or verification of any information contained in this Presentation. The Company has not made any independent review of information based on public statistics or information from any independent third parties regarding the market information that has been provided by such third party, the industry or general publications. Financial information contained in the Presentation is not necessarily directly extracted from the Company's accounting systems or records. No information in the Presentation has been independently reviewed or verified by the Company's auditors unless explicitly stated otherwise. In addition, certain financial information may be preliminary and has yet not been finalized, be forward-looking, or subject to review/audit from the Company's auditors. Accordingly, such preliminary financial information may change. Furthermore, certain financial information in this Presentation has been prepared for illustrative purposes only and is solely intended to describe the hypothetical situation of if the acquired companies were part of Embracer for the periods referred to in the Presentation. Statements in this Presentation, including those regarding the Company's and its industry's possible or assumed future, the Company's business strategies, its expansion and growth of operations, future events, objectives, trend projections and expectations, or other performance of the Company or its industry, constitute forward-looking statements. By their nature, forward-looking statements involve known and unknown risks, contingencies, uncertainties, assumptions and other factors as they relate to events and depend on circumstances that will or may occur in the future, whether or not outside the control of the Company. No assurance is given that such forward-looking statements will prove to be correct. Prospective investors should not place undue reliance on forward-looking statements and they speak only as at the date of this Presentation. Past performance does not guarantee or predict future performance. Moreover, the Company does not undertakes any obligation to review, update or confirm expectations or estimates or to release any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this Presentation unless required by law or Nasdaq First North Growth Market's Rulebook for issuers. The Company and its affiliates, directors, advisors, employees and representatives expressly disclaim any liability whatsoever for such forward- looking statements. This Presentation as well as any other information provided by or on behalf of Company in connection herewith shall be governed by Swedish law. The courts of Sweden, with the District Court of Stockholm as the first instance, shall have exclusive jurisdiction to settle any conflict or dispute arising out of or in connection with this Presentation or related matters. EMBRACER+ GROUP P. 2#3GEARBOX ENTERTAINMENT ACQUIRES Perfect World Entertainment (PWE) LARS WINGEFORS CEO, Founder EMBRACER+ GROUP TODAY'S SPEAKERS: RANDY PITCHFORD Founder Ⓡ entertainment C On YOON IM CEO JASON PARK VP, Business Development PERFECT WORLD (PWE) EMBRACER+ GROUP Dentertainment PERFECT WORLD (PWE) P. 3#4PERFECT WORLD (PWE)#5WHO WE ARE We are gamers, with a passion for sharing the joy of playing games with the epic video games we help bring to life. From iconic franchises to hidden gems from up-and-coming studios, we publish games that challenge and entertain players who seek the thrill of the unexpected. OUR MISSION To stay true to what we love, and take gamers with us to epic worlds that challenge them to game beyond their limits. EMBRACER+ GROUP Dentertainment PERFECT WORLD (PWE) P. 5#6GEOGRAPHIC FOOTPRINT REDWOOD CITY (PWEP NA HQ) LOS GATOS (Cryptic HQ) El Granada Half Moon Bay San Mateo 1 San Gregorio E Pescadero Bair Island 84 Don Edwards REDWOOD CITY Redwood City Bay National Wildlife.. La Honda Loma Mar Big Basin Redwoods State Park Palo Alto 101 Mountain View 280 35 (238) Fremont Redwood Grove (237) Cupertino 85 Saratoga 35 Milpitas San Jose Campbell (87) Joseph D. Grant County Park LOS GATOS County Park Sierra Azul Open Space Preserve 101 Coyote Madrone reat Britain Manchester pool Sheffield Birmingham ENGLAND Bristol Oxford O Southampton English Channel uernsey Jersey Cambridge London 0 Brighton Paris Amsterdam Netherlands Antwerp Brussels O Belgium Luxembourg we AMSTERDAM (PWEP EU HQ) Lubeck Hamburg Bremen Dortmund Esseno o ODüsseldorf Germany Cologne Hanover O Mannheim Frankfurt Nurembe O Founded: 2000 (Cryptic) and 2008 (PWE Publishing) Employee Count: 136 (Cryptic) and 101 (PWE Publishing) HQ: Los Gatos, CA (Cryptic), Redwood City, CA (PWEP NA), Amsterdam, NL (PWEP EU) Market: North America & Europe Platform: PC & Console EMBRACER+ GROUP Dentertainment PERFECT WORLD (PWE) P. 6#7HISTORY ● 2008-2011 Coming to America PERFECT WORLD BATTLE IMMORTALS THER ONLINE TORSAKEN Jade Dynasty HEROES OF THREE KINGDOMS Focused on bringing PW MMOs to Western markets. Launched 8 MMOs in 3 years. Profitable in the 1st 3 month. 2011-2013 Local Dev. & 3rd Party CRYPTIC BLACKLIGHT RETRIBUTION RUSTY HEARTS NEVERWINTER STAR TREK BADERZ NL Acquired Cryptic in 2011 from Atari. Started licensing business with 3rd party games. ● Launched Neverwinter in 2013. EMBRACER+ GROUP Dentertainment PERFECT WORLD (PWE) P. 7#8HISTORY ● 2014-2016 Platform & Console arc SWORDSMAN LIVE LOCK XBOX ONE GIGANTIC REMNANT ORCHLIGH III PS4 2017-2021 Premium Games Launched Arc in 2014. First F2P MMO for Xbox One and PS4. A NINTENDO SWITCH MAGIC LEGENDS • Expanded our premium games business by launching Remnant and Torchlight 3. Expanded our supported platforms to Switch with Torchlight 2/3 and Hob. EMBRACER+ GROUP Dentertainment PERFECT WORLD (PWE) P. 8#9PWE MANAGEMENT YOON IM CEO 15+ Years in Gaming JASON PARK VP, Business Development 15+ Years in Gaming ZHENG ZENG VP, Platform 10+ Years in Gaming YANAN WANG VP, Finance 10+ Years in Gaming EMBRACER+ GROUP Dentertainment PERFECT WORLD (PWE) P. 9#10F2P Premium 1ST & 3RD PARTY PUBLISHING PORTFOLIO NEVERWINTER $400+ million in revenue 20+ million players ORCHLIGH TORCHLIGH STAR TREK $240+ million in revenue 6+ million players TORCHLIGH $65+ million in revenue 5+ million units sold PERFECT WORLD $200+ million in revenue 4+ million players FROM THE ASHES $70+ million in revenue 3+ million units sold TM EMBRACER+ GROUP Dentertainment PERFECT WORLD (PWE) P. 10#11PORTFOLIO STRATEGY ● PC/Console • Core Gaming experiences ● Games-as-a-Service & Premium Indie & AA Gameplay First Global Appeal EMBRACER+ GROUP Dentertainment PERFECT WORLD (PWE) P. 11#12INTELLECTUAL PROPERTY Beloved ARPG Franchise 5M+ Units Sold 20M+ Players TORCHLIGH TORCHLIGH TORCHLIGH Other IPs CHAMPIONS ONLINE TM GIGANTIC HOB EMBRACER+ GROUP Dentertainment PERFECT WORLD (PWE) P. 12#13CRYPTIC STUDIOS CRYPTIC Founded in 2000, Cryptic has a rich legacy of MMOs with 136 employees and HQ in Los Gatos, California City of Heroes Series Launched 2004 City of Heroes and City of Villains bounded onto the MMO landscape early and pioneered many mechanics that later became staples of the industry. With its expansive world, and immensely customizable characters, City of Heroes was an instant hit and still is remembered fondly by the millions who took up the mantle of a Hero (or Villain). Champions Online Launched 2009 This expansive game has held a loyal fan base with its tongue-in- cheek humor, fun combat, nearly infinite costume options and comic-inspired art style. Champions has stood the test of time. In April 2018, it surpassed City of Heroes to become the longest running superhero MMO and then kept on going. Star Trek Online Launched 2010 With unique space combat gameplay, deeply engaging stories, hundreds of meticulously rendered starships, and recognized actors, this award-winning game has captivated and entertained Star Trek fans around the world. The development team's passion and respect for the IP are key to delivering some of the best of Star Trek available anywhere. Neverwinter Launched 2013 Born from the vision of creating a true D&D experience in an MMO, the magic of Neverwinter lies in its exciting action combat and expansive recreation of the Forgotten Realms. Players around the world band together to explore fantastic lands on mythical mounts, fight iconic monsters, and claim epic loot as their reward. EMBRACER+ GROUP Dentertainment PERFECT WORLD (PWE) P. 13#14TRANSACTION OVERVIEW ● ● Purchase Price USD $125m at closing Paid with USD $60m in cash and USD $65m in shares Purchase price net of cash: USD $103m Acquired from Perfect World Europe B.V. Forecast CY 2021 Net Sales: SEK 700m Forecast Operational EBIT FY 22/23: breakeven; FY 23/24 SEK 200-300m Post Deal Structure EMBRACER+ GROUP gearbox entertainment PERFECT WORLD (PWE) Ⓡ CRYPTIC Note: Consideration shares represent newly issued EMBRAC B shares priced at SEK 90.81 (20-day volume weighted average price up to and including December 17, 2021 and lock-up rights. Numbers subject to closing adjustments.. EMBRACER+ GROUP Dentertainment PERFECT WORLD (PWE) P. 14#15COMPANY STRUCTURE/TRANSACTION PERIMETER 100% Perfect World North America Corporation (Delaware, USA) Perfect World Entertainment, Inc. (California, USA) 100% Perfect World Europe B.V. (Netherlands) Cryptic Studios, Inc. (California, USA) 100% 100% Runic Games, Inc. (Delaware, USA) 100% Perfect World Publishing B.V. (Netherlands) EMBRACER+ GROUP Dentertainment PERFECT WORLD (PWE) P. PI 15#16DEAL RATIONALE Cryptic Studios' passion for and experience with MMOs is rare and valuable ● ● ● PWE Publishing's portfolio and talent is world-class PWE brings strong financial contribution and strategic value with IP and unique capability to Embracer The acquisition accelerates Gearbox Entertainment's mission to Entertain the World EMBRACER+ GROUP Dentertainment PERFECT WORLD (PWE) P. 16#17OPERATIONAL PLAN Perfect World Entertainment to operate as a business unit within Gearbox Entertainment ● ● ● Perfect World Entertainment's publishing business will combine its work with Gearbox Publishing to deliver world- class entertainment globally Cryptic Studios will remain a standalone brand under our Gearbox Publishing business unit EMBRACER+ GROUP Dentertainment PERFECT WORLD (PWE) P. 17#18EMBRACER+ GROUP

Download to PowerPoint

Download presentation as an editable powerpoint.

Related

Investor Presentation March 2024 image

Investor Presentation March 2024

Communication

Maximising Long-Term Value and Strategic Growth image

Maximising Long-Term Value and Strategic Growth

Communication

Sequans Capitalization and 5G Taurus Launch image

Sequans Capitalization and 5G Taurus Launch

Communication

Vodafone Company Presentation image

Vodafone Company Presentation

Communication

First Quarter 2023 Earnings Conference Call image

First Quarter 2023 Earnings Conference Call

Communication

Liberty Global Results Presentation Deck image

Liberty Global Results Presentation Deck

Communication

Third Quarter 2019 Results image

Third Quarter 2019 Results

Communication

Nextdoor SPAC Presentation Deck image

Nextdoor SPAC Presentation Deck

Communication