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Mobile game maker Nexters is going public today through a special purpose acquisition company (SPAC) in a deal that values the company at an enterprise value of $1.9 billion.
Under the terms of the deal, Nexters and its shareholders will get a total of $132 million. About half of that will go into the company while shareholders at SPAC firm Kismet Acquisition One will get the rest.
SPACs have become a popular way for fast-moving companies to go public without all the hassle of a traditional IPO. SPACs are set up by managers who raise money in a blind shell company, and the investors don’t know what they’re putting their money into.
Nexters, which is based in Cyprus and has development operations in Eastern European cities such as Moscow, has struck a deal to merge with Kismet Acquisition One, a SPAC formed to take a private company public. Nexters’ biggest game is Hero Wars RPG, a role-playing game which has had more than 120 million downloads on iOS and Android to date. All told, the company has more than 200 million downloads. Its main goal is to deliver midcore (hardcore gameplay in short time cycles) gaming to more casual players.
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Trading for Nexters begins today on Nasdaq under the symbols GDEV and GDEVW. The business combination was approved during a special meeting of Kismet’s shareholders on August 18.
“The SPAC holders voted for the deal,” said CEO Andrey Fadeev in an interview with GamesBeat. “And now we have cash for our M&A purposes,” Fadeev said. “We are completely happy because this was our dream, to go after this public market and to have public currency.”
The shareholders who will get the funds include Kismet trust account, Kismet Sponsor, and (private investment in public equity) PIPE investors Mubadala Investment Company and VPE Capital. Kismet is led by billionaire Ivan Tavrin. A PIPE enables additional private investors to get into a SPAC deal.
The $132 million is slightly less than the $150 million the company expected to have after the transaction, but it has gotten harder to pull off SPACs as the market is volatile and regulators are giving SPACS more scrutiny.
These proceeds are expected to accelerate both organic and inorganic growth initiatives at the company, and will be deployed, among other things, to fund the development of new products with a focus on further expansion into more casual genres, the launch of games across additional geographies, and deals with premier gaming companies through Nexters’ well-established connections in the gaming industry.
Nexters’ public listing is also expected to support its aim to become the leading consolidator in the gaming space in Russian speaking countries, Eastern Europe, and beyond, capitalizing on the significant opportunity in the market while deploying its proven value creation playbook to support other companies and driving meaningful synergies over time.
Fadeev and research and development head Boris Gertsovskiy will continue to lead the company, which has more than 600 game developers. The board includes Fadeev, Gertsovskiy, Igor Bukhman, Dmitrii Bukhman, Andrew Sheppard, Natasha Braginsky Mounier, and Ivan Tavrin.
Credit Suisse, BofA Securities, and LionTree Advisors served as financial advisors to Kismet Acquisition One. Credit Suisse and BofA Securities also acted as capital markets advisors to Kismet Acquisition One.
The company raised its financial performance estimates after its first half was better than expected. Players’ behavior continued to show positive dynamics, with the monthly average bookings per paying user growing by 7% in Q1 to $115. That means the paying users are spending more money. The company estimates year-on-year revenue growth of 48% in Q1 2021 based on a solid 15% growth in bookings, which were $113 million. And due growth in April, the company is raising its estimate for the year and says bookings will grow 38% in 2021. Hero Wars has seven million monthly active players.
Fadeev said the company’s games won’t stop being fun when the pandemic ends. On the one hand, he sees ongoing growth of Hero Wars, a “forever franchise” first released in 2016. On the other hand, the company sees some promising results from new titles such as Chibi Island, a farming adventure game.
Reinhold said Chibi Island takes a lot of lessons from Hero Wars and applies it for not only better downloads but improved monetization as well. In that game, players can grow their farms like in FarmVille. But it has a significant adventure element as you can unlock and explore different parts of the island.
That game went into limited “soft launch” at the end of 2020 and is expected to fully launch this year.
This is a big opportunity on Fadeev’s home turf in Eastern Europe. Fadeev and his team speaks Russian, and it will be able to work with the game development teams in the region more easily, said Anton Reinhold, chief business development officer at Nexters, in an interview with GamesBeat. They believe that Nexters will have an advantage compared to other aggressive investors and acquirers when it comes to deals.
The Games Fund, a game-focused venture capital firm started by Russian investment experts, estimates Eastern Europe has about 5,000 game studios. Fadeev estimates 1,000 of these are in Russia, and he knows many of them through his past associations with the leaders in a game industry group.
“It’s not super hard to translate from Russian, but others don’t understand the culture,” Reinhold said. “One of our strategic points is to become a consolidator.”
The deal is happening a little late based on the original plans. It took some time for the company to change its accounting system to U.S.-based GAAP reporting, Fadeev said. They also noted that SPACs are getting more scrutiny as well.
“We surpassed all of the issues,” Fadeev said.
And he noted that Tavrin has a lot of experience in doing deals.
“We believe that in the long term we will create a great business and bring a lot of value for the shareholders,” Fadeev said.
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