Keywords Studios Plc Regulatory News (KWS)

25 November 2020

Keywords Studios plc ("Keywords", "the Group")

Acquisition of g-Net Media, Inc

Adding a West Coast-based, premium strategic and creative force to Keywords' growing marketing portfolio

Keywords Studios, the international technical and creative services provider to the global video games industry, today announces that it has entered into an agreement to acquire the entire issued share capital of g-Net Media, Inc. ("gnet"), a Los Angeles based provider of marketing services to the video games and entertainment industries, for a total consideration of up to US$32m. The acquisition will further the Group's strategy to become the 'go to' technical and creative services platform for the global video games industry.

Founded in 2001 and led by John Rosenberg, David Getson and David Moodie, gnet is a multi- award-winning studio providing creative and strategic marketing services for leading games publishers including Activision, Microsoft, Bethesda and Bungie as well for media and entertainment companies such as Netflix, Amazon Prime, and NBC Universal. gnet's talented team of 85-staff supported by a wide network of local and international experts, are proud to work on such iconic franchises as Call of Duty, Fallout, Gears of War, and Destiny.

For the year ended 31 May 2020, gnet generated unaudited net revenues of US$16.3m and adjusted EBITDA of US$2.2m, and for the calendar year to 31st December 2021, revenues are expected to be around $20m and EBITDA around $3.0m. Under the terms of the acquisition, Keywords will pay initial consideration of US$14.4m in cash and the equivalent of US$3.6m in new ordinary shares to the sellers on the first anniversary of the acquisition, which will then be subject to orderly market provisions for a further year. Deferred consideration of up to US$14m will be payable to the sellers, in a mix of cash and shares, based on performance targets being met by the first and second anniversaries of the acquisition.

Andrew Day, CEO of Keywords Studios commented:

"It's a great pleasure to welcome the gnet team into the Keywords family. This represents a significant milestone as we continue to build our Marketing service business to become the first truly global, video game specialised marketing services company. With its well established position as a valued partner to some of the biggest names in video games, and from its home in Hollywood, gnet brings the number of Keywords specialist marketing studios to seven. Combined, Keywords' annual marketing services revenues are now over €35m with more than 180 people employed globally.

"We look forward to working with the wonderful team at gnet as we continue to grow and invest in this important area of our business."

gnet's David Getson, further commented:

"Together with my partners John Rosenberg and David Moodie, we want to express just how excited we are to be joining the Keywords Studios family and unlocking the opportunity to work with its impressive roster of talented studios and people across the globe. We strongly believe that this strategic union will combine the powerful momentum of gnet together with vast reach and strength of Keywords existing operations. This not only leads to an exciting future for all our employees as part of a rapidly growing and increasingly influential global company, but it also enables gnet to service our clients in a much more comprehensive way than ever before."

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About Keywords Studios (www.keywordsstudios.com)

Keywords Studios is an international technical services provider to the global video games industry. Established in 1998, and now with 63 facilities in 21 countries strategically located in Asia, the Americas and Europe, it provides integrated art creation, marketing services, software engineering, testing, localization, audio and customer care services across more than 50 languages and 16 games platforms to a blue-chip client base of over 950 clients across the globe. 

Keywords Studios has a strong market position, providing services to 23 of the top 25 most prominent games companies, including Activision Blizzard, Bandai Namco, Bethesda, Electronic Arts, Konami, Microsoft, Riot Games, Square Enix, Supercell, TakeTwo, Epic Games and Ubisoft. Recent titles worked on include Call of Duty: Modern Warfare, Anthem, Star Wars Jedi: Fallen Order, Assassin's Creed Odyssey, Valorant, League of Legends, Fortnite, Clash Royale and Doom Eternal. Keywords Studios is listed on AIM, the London Stock Exchange regulated market (KWS.L).

About gnet ( www.gnet.agency )

gnet is a Hollywood-based creative agency helping brands find success at the intersection of entertainment, technology, and marketing. Strategy-led and content-driven, gnet has developed a reputation in the gaming and TV spaces for its ability to help build and engage passionate fan communities for clients including Microsoft, Activision, Bethesda Softworks, Netflix, and NBC Universal. Named "Agency of the Year" for the last two successive years at the PromaxGAMES Awards, gnet's work has helped fuel the success of some of the biggest and most enduring blockbuster franchises in gaming, including Call of Duty, Fallout, Gears of War, Destiny and many more.