Keywords Studios Plc Regulatory News (KWS)

15 December 2020

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

Acquisition of High Voltage Software, Inc. ("High Voltage" or "HVS")

Significant further Expansion of Keywords Studios' Game Development Service Line

- Adds a presence in Illinois and Louisiana

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 High Voltage, a privately owned provider of game development services to the video games industry, for a total consideration of up to US$50m. 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 1993 by majority shareholder, Kerry Ganofsky, who will continue leading the studio within Keywords Studios, High Voltage is an end-to-end, full-service, AAA game developer based near Chicago, Illinois, with a subsidiary studio in New Orleans, Louisiana. HVS and its substantial team of highly talented game development professionals have shipped over 100 games across all genres and platforms and lists game franchises such as Fortnite, Saints Row, Mortal Kombat, Hunter the Reckoning, The Conduit, and Lego Racers amongst its notable credits.

High Voltage has grown strongly in recent years and is expected to generate EBITDA of c. US$9.0m in 2021. Under the terms of the acquisition, Keywords Studios will pay a maximum amount of US$50m, comprised of initial consideration of US$23.75m in cash and the equivalent of US$9.75m in new ordinary shares plus deferred consideration of up to US$16.5m, in a mix of cash and new ordinary shares, based on performance targets and other conditions being met on or prior to 31 December 2021. The new ordinary shares to be issued as part of the initial consideration and the deferred consideration will be subject to a one-year lock-in period and orderly market provisions for a further period. 

Andrew Day, CEO of Keywords Studios commented:

"With its 27-year pedigree of game development in the global video games market, High Voltage brings incredible experience, expertise and additional scale to our fast growing Game Development Service Line. The multitalented team at HVS brings deep expertise in the Unreal Game Engine development environment, honed particularly well in recent years through working closely with Epic Games on Fortnite, as well as a track record of having worked with many client proprietary game engines, gaming platforms and game genres, which all adds further breadth and depth to Keywords Studios' existing capabilities. It also adds a new presence in Chicago, and in New Orleans, for the Group, providing access to an additional pool of talent. I am very pleased indeed to welcome Kerry and the crew at HVS to the Keywords Studios family and look forward to enabling their continued growth as part of the Group."

Kerry Ganofsky, further commented:

"We are overjoyed to join an industry-leading global group such as Keywords Studios. We are tremendously excited they share our vision for augmenting our development capabilities and they will provide us the ability to embark upon a growth trajectory for our business creating the next generation of AAA games. Furthermore, Keywords Studios' investment in our studio is an outstanding sign for the continued expansion of game development in Illinois and Louisiana. We genuinely look forward to working together with everyone at Keywords Studios and fulfilling a noteworthy role in this new journey with them."

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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 65 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 High Voltage (www.high-voltage.com)

High Voltage Software, Inc. is a world-class, award-winning game developer with fully integrated multidisciplinary studios in Hoffman Estates, Illinois and New Orleans, Louisiana. In their 27 years as an end-to-end development solution, High Voltage has shipped more than 100 games, from the 8-bit days of the NES to the current cutting-edge platforms. Their recent focus on AAA co-development and proven Live Operations capabilities have made them a trusted partner on such marquee titles as Fortnite, The Walking Dead: Saints & Sinners, Mutant Year Zero: Road to Eden, Saints Row: Gat Out of Hell, and Injustice: Gods Among Us.