Take Two Interactive übernimmt The Gearbox Entertainment Company von der Embracer Group und wird nach Abschluss des Deals in der Zukunft unter dem Label von 2K laufen.
Geführt wird Gearbox Entertainment weiterhin von Gründer und CEO Randy Pitchford. Derzeit hat das Studio sechs "key interactive entertainment projects" in verschiedenen Entwicklungsstadien, darunter fünf Fortsetzungen, von denen zwei zu Borderlands und Homeworld gehören sollen, sowie mindestens ein neues Projekt in Arbeit.
Nach Abschluss des Verkaufs behält The Gearbox Entertainment Company sowohl Gearbox Software, Gearbox Montreal, Gearbox Studio Quebec als auch die Franchises Borderlands und Tiny Tina's Wonderlands sowie Homeworld, Risk of Rain, Brothers in Arms und Duke Nukem.
Behalten wird die Embracer Group unter anderem Gearbox Publishing San Francisco, welches umbenannt werden soll, einschließlich der Rechte an Remnant, Hyper Light Breaker und andere unangekündigten Titel. Darüber hinaus noch die Cryptic Studios, inklusive Neverwinter Online und Star Trek Online, Lost Boys Interactive sowie Captured Dimensions.
Transaction key components:
- The purchase price on a cash and debt free basis and assuming a normalized level of working capital amounts to USD 460 million (SEK 4.9 billion) and will be subject to adjustments by customary purchase price mechanics.
- The consideration at closing will be paid 100% in newly issued Take-Two shares. The number of Take-Two shares will be calculated by dividing the purchase price by the volume weighted average closing price per share on the Nasdaq Global Select Market during the five trading day period ending on the trading day immediately prior to the closing date. Embracer’s intent is to sell these shares to receive cash proceeds soon after closing. Closing is expected in Q1 FY 24/25, ending June 2024.
- Following purchase price adjustments, transaction costs, share sell-down and earnout settlements (including earnouts earned and due to be previously paid in Q1 FY 24/25) the expected net cash proceeds amount to approximately USD 300-330 million (SEK 3.2-3.5 billion).
- Cash earnouts in accordance with non-GAAP will be reduced by SEK 1.6 billion compared to the group total of SEK 6.3 billion as of Q3 FY 2023/24 and of a total maximum of approximately 30 million B shares in share earnout obligations approximately 18 million B shares will be reduced. In connection with closing, the remaining approximately 12 million B shares will still be issued as settlement of certain earnout obligations.
The divested assets include:
- Gearbox Software (Frisco, Texas)
- Gearbox Montréal
- Gearbox Studio Quebec
- Borderlands and Tiny Tina’s Wonderlands franchises, as well as Homeworld, Risk of Rain, Brothers in Arms and Duke Nukem
The retained assets include:
- Gearbox Publishing San Francisco (to be renamed prior to closing, formerly named Perfect World Entertainment), including the publishing rights to the Remnant franchise, the upcoming Hyper Light Breaker and other notable unannounced game releases
- Cryptic Studios, including MMO titles Neverwinter Online and Star Trek Online.
- Lost Boys Interactive
- Captured Dimensions
The retained companies will be welcomed and integrated into other parts of Embracer Group in the coming period. All companies are expected to contribute with a positive cash flow going forward.
- The purchase price on a cash and debt free basis and assuming a normalized level of working capital amounts to USD 460 million (SEK 4.9 billion) and will be subject to adjustments by customary purchase price mechanics.
- The consideration at closing will be paid 100% in newly issued Take-Two shares. The number of Take-Two shares will be calculated by dividing the purchase price by the volume weighted average closing price per share on the Nasdaq Global Select Market during the five trading day period ending on the trading day immediately prior to the closing date. Embracer’s intent is to sell these shares to receive cash proceeds soon after closing. Closing is expected in Q1 FY 24/25, ending June 2024.
- Following purchase price adjustments, transaction costs, share sell-down and earnout settlements (including earnouts earned and due to be previously paid in Q1 FY 24/25) the expected net cash proceeds amount to approximately USD 300-330 million (SEK 3.2-3.5 billion).
- Cash earnouts in accordance with non-GAAP will be reduced by SEK 1.6 billion compared to the group total of SEK 6.3 billion as of Q3 FY 2023/24 and of a total maximum of approximately 30 million B shares in share earnout obligations approximately 18 million B shares will be reduced. In connection with closing, the remaining approximately 12 million B shares will still be issued as settlement of certain earnout obligations.
The divested assets include:
- Gearbox Software (Frisco, Texas)
- Gearbox Montréal
- Gearbox Studio Quebec
- Borderlands and Tiny Tina’s Wonderlands franchises, as well as Homeworld, Risk of Rain, Brothers in Arms and Duke Nukem
The retained assets include:
- Gearbox Publishing San Francisco (to be renamed prior to closing, formerly named Perfect World Entertainment), including the publishing rights to the Remnant franchise, the upcoming Hyper Light Breaker and other notable unannounced game releases
- Cryptic Studios, including MMO titles Neverwinter Online and Star Trek Online.
- Lost Boys Interactive
- Captured Dimensions
The retained companies will be welcomed and integrated into other parts of Embracer Group in the coming period. All companies are expected to contribute with a positive cash flow going forward.
